It Consumes
by Rainb0wNinja
Summary: As Gajeel falls deeper and deeper into depression, Levy gets more determined to help him. But as she learns more about Gajeel's past, will she still want to be around him, or will she run away like everyone else? And what exactly IS wrong with him? Slight OOC due to Gajeel going insane and whatnot, rating may go up as story progresses. And yes, the story is better than the summary.
1. Chapter 1

**I just couldn't resist writing another GaLe fic! Hopefully this one will be longer and have more of a plot XD And of course, more lemons. Oh, and this might be a little depressing. Just warning you.**

**I don't own Fairy Tail, Hiro Mashima does.**

The streets of Magnolia were quiet, the only sound being that of rain pounding into the ground without end, bouncing off of rooftops in a noisy barrage. The sky was dark and cloudy, and a mighty wind swept through the town, making even the trees sway from side to side. Not one living creature was out tonight, even the tiniest mouse had found shelter under something or other. Wild red eyes observed the vast emptiness from behind a glass window, restlessly flicking from side to side. The occasional spark from above would make them snap up, gazing at the flashes of lightening before falling back down to continue watching the wet earth. A shaking hand lifted a lit cigarette to a dry mouth, which would inhale before releasing the smoke in one long, continuous puff. Under these red eyes were dark rings, proof of utter exhaustion. They hadn't slept decently in ages. Behind this set of crazed eyes was a pair of larger ones, staring with concern at his companion who refused to go back to sleep. He took another drag from the cigarette, lowering it and shaking the ashes onto the floor, not caring about making a mess. The small, brown animal sighed quietly, wishing he could help his friend cope with whatever this was. But alas, he had no idea what was wrong. Sure, during the day he might not be the most happy person around, but always at night did things get worse.

Gajeel Redfox was being tormented by something.

However, Pantherlily didn't know what. Every night they would fall asleep, and every night Gajeel would jump awake gasping for air. He would then stand on shaky legs and stay by the window, smoking a cigarette until nothing was left. He never said a word or even glanced at Pantherlily. Then, he would slowly walk to the door and silently leave, coming back hours later looking even more tired. Only then would he fall asleep. Usually by that time Pantherlily would already be asleep, but sometimes he stayed awake. Usually it was only when Gajeel seemed particularly troubled. However, since it was storming outside, Pantherlily thought that Gajeel surely wouldn't go outside. He was wrong. After smashing the cigarette butt into the ash tray, he silently left, putting on his boots by the front door before leaving. Many times Pantherlily has been tempted to follow him, just to see where he goes, but never has he actually done it. Gajeel was an easy person to anger, and it was just something the Exceed didn't like to do. He really was worried though. Gajeel was a strange man, he had figured that much out just from looking at him, but never would he have guessed that the dragon slayer was this weird.

He sometimes wondered if Gajeel was even _sane_. Being the one person who actually took the time to be around Gajeel, he noticed things about him. Some days he would act normal enough, picking fights with Natsu, going on missions, wolfing down scrap metal. But then on other days he just didn't quite seem all there. He would stare off into space, not even blinking for minutes, and then afterwards he would disappear. What startled Pantherlily the most was the crazed look in his eyes. They looked so empty yet so full all at once, full of an emotion Lily didn't understand. They looked like they belonged to someone who had just witnessed a murder. And yet the next day they would be back to normal, but Lily could still see the haunted look underneath it all. He wanted so badly to help his friend, but on days like this, he never said a word. He simply stared off, seeing things no one else could. Lily wanted to tell someone, just to get help, but knew it wouldn't end well. As long as Gajeel didn't get any worse he wouldn't need to do that.

And so, when the front door crashed open and Lily heard a loud thud, he knew something had gone wrong. Running into the living room of their small apartment, his eyes widened at seeing Gajeel unconscious on the floor, soaking wet. He dragged the man inside and closed the door, shivering at the coldness outside, and then began to panic. Gajeel was incredibly pale. What should he do? Should he call a doctor? Find someone from the guild? Was Gajeel even _alive_? Yes, he was still breathing, quite deeply actually. In fact, he looked like he was just sleeping. Pantherlily mentally slapped himself, realizing that yes, Gajeel had worn himself out and was sleeping. But still, this had never happened before. Gajeel always made it to the bed before falling asleep. So then, does this mean he's getting worse?

Gajeel muttered something, making Pantherlily's eyes widen. He bowed his head, transforming into his taller form and carrying his friend back to the room, gently laying him down and covering him with their heavy blanket. He took in the sight of dark circles under tired eyes, the ragged breathing, the matted hair, and sighed deeply. Gajeel had indeed gotten much worse. But it wasn't his looks that made Pantherlily think this, nor his odd behavior. It was the one, unconscious statement Gajeel had muttered earlier. It made him realize that whatever Gajeel was so hung up about, really was serious, because never has the Exceed heard the usually strong man say something so alarming. He decided that tomorrow he would confront Gajeel before things got worse. While thinking about his friends strange behavior, that one sentence kept replaying in Pantherlily's mind, filling him with a sense of dread.

_"I want to die.."_

Lightning flashed, filling the room with a bright light and then vanishing just as quickly, startling the Exceed. He never did like thunderstorms, and now with Gajeel acting like this, he knew there would be no sleep tonight. He returned to his small form and curled up next to the man, deciding that he could at least try to comfort both of them by staying close. He tried to think of something, anything that could be bothering Gajeel, but came up with nothing. He didn't know much about the guy, when it came down to it. Gajeel didn't like talking about his past, and Pantherlily didn't like to pry. He heard things though. Like that Gajeel once belonged to a dark guild and tried to kill everyone, and even destroyed Fairy Tail's old guild hall. But for some reason he got an offer to join the guild he once hated, and has stayed ever since. Lily couldn't understand it, and sometimes wondered if it was true. Gajeel surely_ looked_ evil, but he couldn't have been that bad, could he?

"What's wrong with you, Gajeel?" He whispered, wishing he would get an answer. Thunder boomed in the distance, lightning flashed again, and Pantherlily decided that he would hide under the blanket until tomorrow.

* * *

Water dripped slowly from the roofs, down into a few remaining puddles. The storm had passed yet the sky still remained dark and cloudy, and the occasional gust of wind would pass through. The birds were chirping merrily, happy to be able to fly in dry air today, and the people of Magnolia walked and chatted like they normally do. The heavy steps alerted them, and some backed away lightly while others plain out ran, fearing the man walking past them. Gajeel ignored them, an angry frown marring his features. He was used to this kind of reaction, but it still angered him. It's not as if he was going to do anything to these people. But he didn't care, he just wanted to get to the guild already.

Pantherlily trailed behind him, being oddly quiet. Gajeel didn't bother to ask, since it wasn't his business, but he was slightly curious. It was probably because of last night. Gajeel scowled at the memory, making a few more people run off. He knew the day was coming where Lily would ask him about the episodes, and after last night it would probably be today. The little cat was probably trying to think of how to bring it up. Gajeel almost laughed at the thought. It didn't matter how he brought it up, Gajeel wouldn't tell him anyways, because it wasn't anyone's business. Gajeel himself didn't like to think about it, so why would he tell anyone else? Besides, going to people with his problems never did sit well with the dragon slayer. It showed weakness, something Gajeel did _not_ have. No, the haunting memories inside of his head would stay just like that, in his head.

Walking into the guild, he ignored the few stares he still got from other members, those who still didn't trust him or like him. He couldn't care less. He sat at the usual table, knowing that Lily would ask any minute. He took the time to see who else was at the guild, noticing that Natsu and Lucy weren't there, as well as Gray and Erza. Even Juvia was gone. He did spot another head of blue hair and promptly turned his attention elsewhere, finding the table very interesting. A strong, indescribable feeling gripped his heart and seized his body, and he felt dizzy for a moment, last nights episode flashing through his mind. He closed his eyes and took a deep breath, willing the thoughts and memories away. It never worked though. The countless screams and cries always came back, bringing him back to a time that refused to leave him alone. He didn't notice he was hyperventilating until Pantherlily rested a paw on his arm, snapping him out of his daze.

"Gajeel, are you alright?" He asked, worry evident in his voice. After collecting himself enough to talk he answered gruffly, "I'm fine."

"Gajeel...I've been needing to ask you about something..." Lily started, hoping Gajeel wouldn't get mad.

"Don't." He said sharply, fixing Lily with a stern glare. "Just don't. It's none of your damn business."

"I'm worried about you Gajeel. Please, just tell me if you're okay." He tried again, though he could already tell this was a pointless conversation.

"I told you I'm fine." He shot back, standing abruptly and making his way to the front doors.

"I can help you—"

"Nobody can help me!" He turned around to glare at the Exceed, his voice a harsh whisper, obviously not wanting anyone to hear. Pantherlily shrunk back and sighed in resignation, watching as Gajeel spun back around continued stomping his way to the door. His eyes narrowed in confusion however as Gajeel stopped in his tracks, keeping himself from running into the same head of blue hair. Pantherlily watched as she smiled up at him, saying something and then frowning in confusion at whatever Gajeel said. She was about to say something else when Gajeel stormed passed her and left the guild in a huff, making Lily shake his head. Levy noticed him sitting there and approached him, sitting down with a pouty face.

"What's wrong with Gajeel, Lily?" She asked, her sweet voice calming the Exceed down a little. He eyed her cautiously, an idea coming to his mind.

"Maybe...I _should_ tell you...you might be the only person who could help. But then again..." Lily muttered, talking more to himself than Levy.

"What? Just tell me, Lily! I want to know." She pouted more, giving Pantherlily her best puppy dog look. Well...he couldn't resist that, could he?

"Oh...alright...I guess I'll start from the beginning." Lily sighed, telling Levy about Gajeel's nightly episodes. She seemed deeply troubled and even saddened by it, though Lily wasn't sure why.

"That's not good...not good at all..." She mumbled, looking to be deep in thought. Lily silently agreed, wishing they could think of a way to help. Then, finally, she popped her head up, having thought of something. "You need to find out where he goes at night!" She said, as if it actually took a lot of thought to figure that out.

"I can't just follow him, he'll smell me a mile away. I really don't want to piss him off more."

"Oh yeah...well then I'll follow him!" She exclaimed, one finger pointed in the air. Pantherlily held back a sigh.

"He'll smell you too."

"Oh...yeah...erm...cameras?" She tried, smiling weakly as Lily pinched the bridge of his nose, trying to be patient. Levy was smart, she read books a lot and could translate languages he didn't even know existed, so why did she pick now to be dumb?

"No, Levy, just no. Maybe he just needs his space."

"He has plenty of space! Lily, you _told_ me how long this has been going on. Now he's getting worse and we're not doing anything to help! If we leave him alone he'll never get better. If you don't want him to be angry with you that's fine, but I'm going to talk to him right now."

And with that, Levy walked out of the guild, determined to help Gajeel out of whatever mess he was in. If only she knew what she was walking in to.

* * *

After leaving the guild, Gajeel barely made it home conscious. Not only was he angry, but that dark heavy feeling was weighing down on him again, making it hard to breath. He was gasping for air by the time he got home, slamming the door shut and punching the wall in frustration. He didn't know what to do. Hell, he didn't even know what was happening to him, or what this feeling could be. All he knew was that it hurt.

How long had he been in pain?

Gajeel couldn't quite remember a time where he _wasn't_ hurting, or when he actually slept through the night. He wasn't sure when the nightmares started or why. He just knew they hurt him in a way fighting never could. The voices in his head never stopped screaming at him, the visions of people he had beaten or killed never went away, and his heart never stopped clenching inside of his chest. He was a bad guy, and he knew that. His life had been one giant train wreck since Metalicana left him, and joining Phantom Lord had only made it worse.

Phantom Lord...

The very source of most of his problems. Gripping his head, Gajeel fell to his knees, countless memories forcing their way into his head. The things he had done in that guild, the sins he committed, were too awful for him to think about. Yet he couldn't stop himself from remembering. The blood on his hands, the bodies around him, the screams and terrified looks. Even after joining Fairy Tail, the hateful looks and comments didn't stop. He tried to prove himself, he fought for his new guild, but it wasn't enough. He didn't belong there. The only place he belonged was in hell. Though, during these episodes, he felt like he was already there.

_"Monster..."_

_"No, stop! You're killing him!"_

_"Stay away, just stay away from me!"_

_"No, please don't!"_

_"I hate you."_

_"Look at what you've done!"_

Gajeel roared in pain, gripping his head tighter. The voices wouldn't leave him alone, and each one had a face that would come to mind. All the people he killed, the families he tore apart, all of the innocent lives taken or ruined during his time in Phantom Lord, and for what? Where did it get him?

_"I hope you rot in hell."_

_"You deserve to die."_

_"What are you?"_

_"You heartless monster!"_

_"Why did you do this?"_

He felt like he would faint any minute now, having hyperventilated enough to suffocate himself. A burning pain erupted in his chest and throat and he belatedly realized that his eyes were stinging, the tears nearly over flowing. He let out a choked sob, clenching his eyes shut and therefore squeezing the tears out, hating himself that much more for being so weak. The voices were screaming at him, sounding loud enough to actually be in the same room. His ears were ringing, yet somehow he heard the light knocking from the front door and everything stopped. He held his breath, everything deathly silent, until the knocking came again.

"Go away!" He yelled, wincing as his voice cracked. The tears had momentarily stopped along with the voices, but everything came rushing back when a small voice called out to him.

"Gajeel? It's me, Levy! Please let me in." She called, knocking again for good measure. Gajeel felt his heartbeat skyrocket and the voices came back tenfold, this time being Levy's cries of pain as he beat her and then nailed her onto that tree, the very same tree he went to every night after the nightmares. Then to her voice trying to stop Jet and Droy from fighting him, and then calling out to him after he took Laxus' attacks and saved her. He remembered trying to act normal around her on Tenrou Island, all the while having panic attacks and flashbacks. He remembered saving her, telling her to stay close to him. He remembered how she gave him iron with a little heart in it, and how she cried for him and worried about him. It filled him with a new pain entirely, because he didn't deserve it.

"Leave me alone!" He yelled again, not quite sure if he was talking to Levy or the voices in his head. He wiped his eyes angrily, going back to hyperventilating when the door opened and she came bursting into the room, looking worried. She was one of the few people who didn't look at him with fear or hatred, and he didn't understand it.

"Gajeel!" She gasped at seeing him on the floor, noticing how hard he was breathing. "Gajeel, what's wrong?"

"I'm fine!" He growled, the pain in his throat becoming unbearable. He felt like he could burst at any minute, and he didn't dare look at Levy. Just being near the girl brought back painful memories, looking at her would probably kill him.

_"You deserve to die."_

"You're _not_ fine, Gajeel! I'm not leaving until you tell me! You're making me worry, and Lily too!" She said, reaching out to touch his forearm. He couldn't stop the reaction in time and instantly regretted it. She looked hurt, one hand gently touching the spot where he had slapped her arm away, but then stubbornly sat down.

"It's none of your business. Just leave me alone." He said, feeling dizzy from exhaustion. He swayed a little, falling onto his side and groaning. He really didn't want anyone seeing him like this, but didn't have the energy to keep himself together.

"I'm not leaving. I mean it, Gajeel. I'm _worried_ about you." She said, her voice so soft Gajeel actually flinched. Her kindness was killing him. He made the mistake of opening his eyes and found a worried pair looking right back at him, and every single crime he ever committed, ever murder, came rushing back once again. He began to panic, not wanting to have an episode in front of her, and promptly stood up. She followed, looking at him in confusion. The minute his eyes opened she could see the difference that Lily was talking about. He looked to be on the verge of insanity.

"I didn't ask you to worry about me. I'll tell you the same thing I told him, nobody can help me. Now get out before I make you." He said, facing towards her yet not looking at her. She took a step forward, and he took one back, growling in warning.

"I can try, and you're not making me do anything. I know you Gajeel, you won't touch me. Not again." She said, knowing full well that she was pushing it. His eyes widened and he looked at her, a wave of panic washing through him.

"What the fuck do you mean—"

"You know what I mean. You've got everyone thinking you're some kind of bad person, but I see through it. You're not a bad guy, Gajeel. You've made your mistakes and you damn well won't make them again. Now tell me I'm wrong." She said, noticing how he started to shake ever so slightly. Gajeel couldn't even blink he was so shocked. He was a murderer, a thief, a criminal, someone people feared. He had hurt this girl and yet here she was, telling him that he wasn't a bad person. He didn't understand it. For a split second, Levy thought he was actually going to lay a hand on her. He cocked his fist back, but then twisted and hit the wall, leaving a gaping hole.

"If you don't leave right now I swear to God—"

"Do it. Prove me wrong, Gajeel." She was being a little too brave, she knew that, but for some reason she trusted this man. His red eyes were piercing, staring at her so intently it was almost like he was staring into her soul, but she didn't back down. She stood firm and tall, giving him a daring look, and then he did something she wasn't expecting. He unclenched his fists, ran a hand over his face which suddenly looked exhausted, sighed and turned away.

"Gajeel?" She asked uncertainly, taking a step forward. He spun around and gripped her shoulders, keeping his head bowed.

"Why are you here?" He said in a low voice, using all of his strength to keep it together. She somehow knew things about him, things that went against everything people had said since he was a child. Yet she herself had been one of his victims. Gajeel didn't know what to do, but he knew she was right. He wasn't going to touch her like that again. He just didn't know why or how she could be so certain about it.

"To find out what's wrong with you. I'm here to help you, Gajeel. That's all." She said, her voice soft and..._caring_, it broke apart whatever Gajeel was hanging onto and he fell to his knees, letting all of the voices and visions resume their onslaught, and let his tears pour out. What shocked him more was that Levy didn't get scared, she welcomed it. She pulled him closer, resting his head in her chest and ran a hand through his long hair. He was shaking, but kept the sobs inside, wanting to keep any shred of dignity he had left.

"Can you tell me what's wrong?" She asked, frowning when he shook his head. "Why not?" She tried again, getting the same response.

"I can help you."

Again, he shook his head. For some, dealing with someone so broken would be discouraging and they would lose their determination, but for Levy that wasn't the case. In fact, seeing him like this only strengthened her determination. And so, at that moment, she made a very drastic decision.

"I'm going to stay here with you until you're better."

"No." Gajeel rasped out, his blood running cold.

"Jet and Droy can bring me my stuff." She said, ignoring him. Once Levy had her mind set on something, there was no going back.

"Damn it, no! Why are you _doing_ this to me?! Don't you get it? I don't want to be seen like this! I deserve to suffer alone, I don't deserve to be treated so kindly by someone I almost killed! Why don't you hate me like everyone else?!" He yelled, finally meeting her eyes. He was surprised at how calm she looked.

"Why do you think that? I think you deserve to be treated like everyone else, instead of like some evil monster. And I don't hate you, I never could. Forgive and forget, right?" She said, smiling gently at Gajeel.

"What...what the fuck is wrong with you?! I _am_ a monster, I _am_ evil! You can't honestly tell me you've forgotten what I did to you and the guild!"

"Well, maybe not, but it's not something I dwell on. You've proven yourself to me, that's all that matters. Now, are you going to tell me or not? You know I'm not leaving until you spill it." She said, but Gajeel found himself speechless. He was confused. How the hell could this little girl be so content around him? Didn't she see how others reacted? Does she _know_ what he's done? Gajeel was indeed confused, but suddenly realized it wasn't just because of her wanting to be around him. He realized that the sooner he told her, the sooner she would leave. He didn't _want_ her to leave. And just acknowledging that fact sent him over the edge.

Gajeel finally passed out.

**So...yeah. First chapter done. Not quite what I expected, but it's getting there. Gajeel is OOC, but hey, the guys technically losing his mind. I can only keep him in character so much. But anyways, this stories definitely going somewhere, so bear with me here. And also review and tell me what you thought :)**


	2. Chapter 2

**Well, this has gotten some pretty good feedback. I'm surprised XD Thanks to those who reviewed/ followed/ favorited and all that jazz. I'll try to keep this story going :)**

**Disclaimer: Yeah, still own nothing.**

"He's really bad, Lily. I mean he's worse than you said he was." Levy said, sitting on the small couch in Gajeel's living room, the small exceed sitting on the table in front of her.

"That doesn't mean you have to stay here. Really, I can handle it." Pantherlily replied, his arms crossed. He had gotten home to find Gajeel passed out in bed and Levy pacing back and forth, her brain going into overdrive trying to think of ways to help.

"I know I don't have to, I'm choosing to. It's not that I don't believe you, you're perfectly capable of taking care of him, it's just he's my friend too and I want to help. Besides, all of my stuff is already here, Jet and Droy stopped by earlier."

"You didn't tell them, did you?" Lily asked, worrying a little. He was well aware of how protective Jet and Droy were of the little bookworm, and knew they wouldn't like her living with someone like Gajeel.

"No, I told them we would be going on a mission for a few days and needed my stuff." She replied, wishing Lily would give her some credit. She wasn't stupid.

"Good, Gajeel clearly doesn't want anyone knowing. But then, what happens in a few days? You can't honestly think he'll be fine by then."

"No, but he'll have made progress. By then I should be able to go home and not worry so much."

"You sound awfully sure of yourself. I'm not trying to be negative here but...you've seen firsthand how bad he's gotten. How can you be so sure he'll get better? And in only a few days time?" Lily asked, giving Levy an incredulous look.

"I just know, okay? Just trust me. Gajeel's so strong, I know he'll be okay. I won't let him give up." She said, standing abruptly. Pantherlily, thinking he made her mad, spoke up. "Where are you going?"

"Just to check on him." She replied, disappearing into Gajeel's room. Lily still had no idea how such a small girl managed to get someone like Gajeel off the floor and into his bed, but he didn't dare ask her. She might think he was doubting her strength.

"Gajeel?" Levy whispered, tip-toeing into the dragon slayers room and sitting on the edge of his bed. He was still sleeping, looking surprisingly calm compared to earlier. Levy smiled sadly at his sleeping form, wishing she could just jump into his brain and see what was wrong. In the short time she's known him, he never gave any sign that he wasn't okay. Before he joined the guild, he seemed content, despite being a jerk. Sure, sometimes he seemed a little extra quiet, but who didn't? It didn't mean he was depressed or anything. But according to Lily, he's been like this since the day Gajeel brought him home, and who knows how long before that. Levy sighed, her head beginning to hurt from thinking so much. She would just have to wait for Gajeel to wake up to ask any questions.

She didn't have to wait long.

She jumped slightly when his red eyes snapped open, looking around frantically before landing on her. To her surprise, he relaxed a little. She was expecting him to start freaking out like Lily said he normally did after waking up. His brows furrowed a little, seeming confused for a moment before everything came rushing back. He growled a little and rolled over, not wanting to look at the very same person who saw him cry. Well, she didn't technically see his face, but it was still obvious.

"Gajeel, you can't run from this forever." She said, keeping her voice soft. His body tensed but he didn't turn around.

"I'm not running from anything, shrimp. Don't come in here and start interrogating me the second I wake up." He grumbled, removing his arm from under the blankets to smooth down his hair. He paused, belatedly noticing that he was in his bed and not on the floor.

"How did I get here? Did Lily come home?" He asked, turning around and giving Levy an incredulous look when she didn't reply. "_You_?"

"I'm not as weak as people like to think..." She said, blushing and looking away. It had actually been _very_ difficult, but he didn't need to know that.

"Gihi, guess not." He said, smirking in a way only he could. Levy was confused at how fast his mood changed.

"Oh yeah, I wanted to ask where I'm going to be sleeping, since this is yours and Lily's bed. I was thinking the couch..." She said, trailing off as Gajeel gave her a weird look.

"You're seriously going to stay the night? Are you insane?" He said, one studded eyebrow quirked.

"I told you I'm not leaving until you tell me everything." Levy replied.

There was a pause, and then—

"Sleep in my bed."

"..." Levy tried to keep the blush away, but it exploded throughout her face and she started sputtering nonsense, making Gajeel chuckle.

"You want to stay here, right? Might as well get comfortable, cause I ain't sayin shit anytime soon. Besides, what kind of guy would I be, letting a little girl like you sleep on an old couch?" He said, grinning lecherously. Levy felt her face heat up for an entirely new reason. She liked seeing him smile...even if it was mischievously.

"Then _you_ can sleep on the couch!" She said, pointing to the living room where Lily was undoubtedly listening.

"Tch, ain't gonna happen. It's my house, my bed, and my rules. Either you sleep here or go home. Come on, it's big enough for two, and it's not like I'm gonna try anything."

"Oh...alright fine! But if you try something, so help me I'll...I'll..." She trailed off, realizing she couldn't really do anything to him.

"You'll what? Hit me with your death purse again?" He said, causing Levy to burst out laughing.

"S-sorry, it's just...your face was priceless!" She giggled, covering her mouth with one hand. Gajeel abruptly frowned at seeing the long cut going down her forearm. Levy tried to hide it, but he was too fast and quickly grabbed her arm, pulling her forwards.

"What happened." It wasn't really a question.

"When I was trying to get you in here...I kinda tripped and cut my arm on some scrap metal lying around. It's no big deal, really!" She said, trying to pull her arm back. Gajeel had an iron grip (no pun intended) and wouldn't let her go.

"Does it hurt?" He asked, making a move to touch it.

"Only if you touch it." She said, noticing how Gajeel froze. He suddenly rolled out of bed, dragging Levy with him and leading her into the bathroom.

"W-wait, you shouldn't be walking around yet!" She said, wincing as he stopped abruptly and therefore making her walk into his back.

"I'm fine." He said gruffly, continuing with dragging her to the bathroom. He plopped her down on the toilet seat and began rummaging through some drawers under the sink, pulling out gauze and disinfecting wipes.

"Gajeel you don't need to—"

"This might sting." He said, quickly cleaning the wound. Levy whimpered at the burning sensation, noticing how Gajeel stiffened once again. He didn't seem to like her getting hurt. She briefly wondered if that had anything to do with his odd behavior.

"Gajeel...I..." She trailed off as he finished dressing the cut, standing and dragging her back to the bed.

"You should get ready for bed. I'm gonna go see what there is to eat." And with that, he left the room, closing the door to give Levy some privacy. She sighed and unzipped her suitcase, seeing what pajamas she could wear. Knowing Jet and Droy, they probably packed the most un-revealing clothes she had, since she would be staying with Gajeel. That thought made her smile. Her friends really were idiots, but she loved them none the less.

* * *

Eating dinner wasn't as awkward as Levy thought it would be. While he wasn't like Natsu, his eating habits didn't stray far from the fire dragon slayer, and neither did Lily's. It was actually quite entertaining to watch. Pieces of iron were flying everywhere, and pieces of kiwi as well. Levy had managed to find some hamburger meat in the fridge as well as a box of mac and cheese, and decided to cook them together. _Her_ food wasn't flying anywhere. She noticed how Gajeel kept glancing at her food, and Pantherlily too, until finally they said something.

"You gonna eat all that?" They said in unison, and Levy almost laughed.

"I was...unless you want some?" She said, smiling when they both nodded their heads. Then a thought came to her. "Do dragon slayers even eat normal food? I've never seen you eat anything besides metal, and Natsu only eats fire. And Wendy...I don't know actually."

"We can, we just choose not to. Eating our element keeps us strong and full, while normal food just keeps us full. But your food looks so damn good..." Gajeel explained, practically drooling at the sight. Levy giggled and scooped some noodles and meat onto her fork, offering it to Lily first just to make Gajeel wait longer. Lily smiled happily and chewed his food, taking a drink of kiwi juice afterwards. Levy repeated her actions for Gajeel, pausing halfway through and giving him a deadpan look.

"Don't eat the fork."

"I won't, I won't!" He said, eagerly taking the food into his mouth and chewing happily. "Tastes good. Kinda like metal."

"Gajeel, you ate the fork!" Levy exclaimed, her cheeks puffing out cutely. Gajeel merely shrugged and chuckled, handing her the half bitten fork and returning to his metal. She stared at it, debating on whether or not she should throw it at him. She decided to just leave it on the table and go get a new one. By the time she got back, Gajeel's plate and Lily's were cleared, and both were still eyeing her food hungrily. With a sigh, she realized it was going to be a long couple of days.

* * *

Three forks later, Levy was getting comfortable in Gajeel's bed, waiting for the dragon slayer and Exceed to finish brushing their teeth. She was a little nervous, truth be told, because she wasn't expecting to share a bed with two men. Well, one man and his cat. But, it was her own fault for wanting to stay. She wouldn't back out now though. Not until Gajeel got better. Speaking of Gajeel, Levy could hear muffled voices from behind the bathroom door, one belonging to Pantherlily as well.

"I'm serious, Gajeel, put them on." Lily said, making Levy raise an eyebrow. What on Earth were those two talking about?

"Damn it Lily I said I don't wanna! It's my house, why should I?" Gajeel's obviously annoyed voice said. Levy could hear the cat sigh.

"Because she's a lady and it's polite to actually wear_ clothes_ around her! You'll freak her out if you walk out there dressed like this!"

"So? It's her fault for staying. Besides, it's not like I'm naked." Levy blushed at this.

"You might as well be! Come on, just put them on."

"Uuugh, fine!" Gajeel groaned, reminding Levy of a little kid being scolded by his mother. She giggled, collecting herself as the door opened. Lily emerged first, looking triumphant, and then came Gajeel. Levy's face erupted in a blush once again. He was dressed in only a black muscle shirt and sweat pants, abd while he was dressed well enough, Levy felt like she was seeing too much. He looked unhappy and kept tugging at the baggy pants, giving Levy a nice view of the wasteband of his boxers. She realized that if it wasn't for Lily, he would have walked out in his boxers, and she felt incredibly grateful for the cat. A small part of her was disappointed, but she was ignoring that part with determination. Things were already going to be awkward, she didn't need those kinds of thoughts fogging her mind. It was very hard though, and didn't get any easier as he plopped down and threw the covers over himself. Lily curled up next to them, settling in between him and Levy.

"Last chance, shorty. You can leave now and we'll just pretend like nothing happened." Gajeel said, regarding her with his red eyes. There was an odd emotion behind them, almost like he was begging her to leave.

"You wish. I'll leave when you're all better." She replied, and Gajeel frowned.

"Suit yourself. Get ready for a long night, I snore." He said, glancing at her once before turning around. "Loud."

Levy glanced at Pantherlily questioningly, waiting for him to confirm Gajeel's statement. He nodded and smiled weakly, looking oddly guilty.

"So does Pantherlily."

Levy glared at Gajeel, even though he wasn't looking at her, and then redirected it at Lily who shrugged helplessly. Yes, it would be a long couple of days indeed.

* * *

Sometime later that night, Levy happened to wake up. She blinked slowly, wondering briefly where she was and then remembered everything. She instantly looked over at Gajeel who didn't look so good. He had a light sheen of sweat covering his body and was breathing heavily, and his eyebrows kept furrowing together. What really startled Levy was that his iron scales would pop out of his skin randomly, rippling across his skin like a drop of water in a puddle. She glanced at Lily nervously, finding that he was still sleeping. Gajeel kept making little noises, and would occasionally turn around, yet Lily wouldn't wake up. Levy wondered if she should try to wake Gajeel up, but he was tired and needed the sleep, even if it was plagued with nightmares.

"Nng...leave me...alone..." He mumbled, making Levy jump. She was about to wake him when his eyes shot open and he jolted up, gasping for air and clutching his chest. He looked around, freezing as his eyes landed on Levy, and then groaned. "Great, you're awake." He said sarcastically. He then rolled out of bed and walked over to the window, picking up his box of cigarettes and taking one out. She noticed how bad he was shaking, and how his eyes seemed so empty staring out into the night.

"I didn't know you smoked." She said, keeping her voice quiet so Lily wouldn't wake up. Gajeel merely shrugged, releasing a breathy sigh and a cloud of smoke with it. He stayed there for a few moments, and then started walking to the living room. Levy quickly followed, watching as he slipped his boots on.

"Where are you going?" She asked, shrinking back some as his piercing gaze snapped over to her.

"Go back to bed." He said, and then walked outside into the cold night air, taking another drag from his cigarette. Levy ran to the door, but stopped herself. She couldn't just follow him...could she? He would surely get mad and force her back inside. And like Lily said, he could always just smell her walking behind him. But she also couldn't just let him leave like this, not while he's exhausted. What if something happened? No, she wasn't just going to stay here.

Opening the door a crack, she peeked her head out and noticed that Gajeel was already far away. She walked outside and quietly shut the door, pausing to see if he smelled her yet. When he didn't turn around, she began walking after him, making sure to keep a good distance away. When he turned, she made sure to peek around the corner first before continuing. She felt like a stalker, really, and while it was an embarrassing thought she couldn't back down. Her curiosity was killing her, and she was also just worried about him and wanted to help. He rounded another corner and came to a clearing, so Levy had to stay extra far away in case he turned around. She didn't really recognize the place until Gajeel came to a stop, and then it hit her. They were at the park.

"What the..." She trailed off, taking slow steps forward. Gajeel stood before the large tree that Levy had once been crucified to with Jet and Droy, staring with pure hatred at it and smoking. She came closer to him, noticing how he tensed up but didn't turn around. She came to a stop directly beside him, looking up at him with confused hazel eyes. "Gajeel?"

"...I told you to go back to bed." He said, not looking at her. His voice was thick with what seemed like anger, but Levy didn't care at this point. She wanted to know why he would come here of all places.

"Is this where you come every night?" She asked, looking back to the tree. She still remembered the night he ambushed them, beating them and dragging them here before pinning them to the tree. She remembered how he knocked her out before painting the Phantom Lord guild sign on her stomach. Even now, she didn't like coming here.

"None of your business." Was his reply. Levy was getting tired of hearing that.

"Why are you doing this?" She asked, her eyes widening when he growled and threw his cigarette on the floor.

"What part of none of your business don't you understand?! I don't want to talk about it, damn it! Now leave me the fuck alone!" He yelled, staring heatedly at her. That look could probably send the whole town running, but Levy stood her ground.

"Why are you torturing yourself?!" She yelled back, tears beginning to form. It was all starting to make sense now.

"Because I deserve it!" His voice was getting louder, Levy could hear a few dogs barking in the background.

"Why? Why would you think such a thing?" She asked, lowering her voice. Gajeel stiffened and turned back towards the tree, clenching his fists and grinding his teeth.

"Because I'm a monster."

**Yeah...I tried to make this a happy chapter but it didn't work out that well. As you can see, Levy's making some progress here. I'm trying not to rush things, but I really want to get to the good part already! Hopefully I can control myself here X3 Anyways, keep it up with the awesome reviews and whatnot, they inspire me to keep going!**


	3. Chapter 3

**I barely started this story and already my brains gone to shit -.- Bare with me guys, this stories gonna be a slow one. Hmm...is it bare with me, or bear with me? I've been wondering about that for the longest time...see? My brain= shit. Wish me luck o.e**

**Disclaimer: If I owned Fairy Tail...good God, the horror! o.o**

If Levy had been expecting Gajeel to elaborate, she would be sorely disappointed right now. The sad thing is, she _had_ in fact been expecting some elaboration. After calling himself a monster, he had promptly walked away. Levy chased after him, trying to get some sort of explanation, but he steadily ignored her. She had been so _close_ to a breakthrough too. But at least now she had something to go off of. Gajeel considered himself a monster for hurting her. That's why he constantly returned to the tree after having nightmares, and it also explained why he didn't like her getting hurt. However, his condition seemed a bit too intense for something like that. There were still details missing, obviously, but now she at least had an idea.

After following him home, Gajeel had silently returned to bed and went back to sleep, leaving Levy with her thoughts. She had fallen asleep eventually, of course, but not after racking her brain for explanations. Could that really be all that was bothering Gajeel? He felt bad for hurting her? It made some sense, she supposed, but not enough. He had made up for that plenty of times, and it was clear Levy forgave him. Perhaps she just needed to tell him? Would everything go back to normal? No, that sounded too easy. Gajeel was tough and rarely let things get to him, so naturally whatever was bothering him wasn't something trivial.

Levy sighed in frustration.

This wasn't getting any easier. She supposed she should be glad that he even _gave_ her that hint, but it wasn't enough.

And so, that afternoon, Levy had a talk with Pantherlily while Gajeel showered. They decided to avoid the guild, since they were technically supposed to be on a mission. It was rather boring, but at least Levy could busy herself with the mystery known as Gajeel. She had always liked reading mystery books, after all.

"And after that, he wouldn't say anything else." The bookworm finished re-telling the events from last night, curious to hear Lily's thoughts.

"Well, at least it's progress. More than I ever got. Still, it doesn't quite explain everything. I can understand having nightmares about harming you and the guild, and feeling bad about it, but Gajeel doesn't just_ react_ to things so severely. I'm not saying what he did was small, but it certainly wasn't big enough for him to punch holes in the wall and have a mental breakdown. Plus, it's been going on for quite some time. Any normal person would have moved on already. You forgive him, and he knows that. So there's obviously more to the story that he doesn't want to bring up." The small Exceed said, the perfect image of 'thinking critically.'

"I just don't know how to get him to tell me. He's so stubborn, it's like talking to a wall! Speaking of walls, aren't you gonna fix those?" Levy asked, pointing to the holes on the wall made by Gajeel.

"I'll get around to it...maybe." The cat replied, shrugging nonchalantly. At that moment, Gajeel emerged with a towel in hand, drying his hair and dressed in the normal attire. Levy resisted the urge to sigh, her brain completely out of ideas. How would she bring it up? How would she get him to tell her? He would surely ignore everything she said. For once in her life, Levy couldn't think. Her usually fast, quick thinking mind seemed to be frozen. Gajeel was just one mystery she couldn't solve, one case she couldn't crack. It was frustrating but at the same time drove her to keep trying. She never was one to give up, especially on a friend in need.

"We got any food or what, cat?" Gajeel asked, his usual attitude making itself known. Levy still couldn't believe how his moods changed so quickly.

"Don't think so." Lily shrugged, making sure to keep his voice calm. He didn't want Gajeel to know that they were talking about him behind his back. Gajeel groaned and began putting on his boots, gaining Levy's attention.

"Where are you going?" She asked, hopping up as he started walking to the door. It was like last night all over again.

"Store." Was all he said, not even glancing at her.

"I'll go with you." She said, walking past him outside before he could say no. After leaving, Lily sighed, curling up on the couch. A thought suddenly came to his mind.

"...Aren't we supposed to be on a mission?"

He paused, thinking it over.

"Hope nobody sees them." He shrugged, deciding to take a nap.

* * *

Levy noticed a few things while walking with Gajeel.

One, people stared. A lot.

Two, people ran away in fear. _A lot_.

Three, people also stood frozen in either shock or fear, Levy couldn't tell.

Four, people apparently liked to whisper rumors, _thinking_ neither Levy nor Gajeel could hear them. They wondered why someone so tiny and cute was with a beast. They said it was because he had taken her hostage and was forcing her to stay around. Someone ran to find help, others just ran to get away from Gajeel. Levy smiled at them none the less, deciding that maybe if she looked happy they would calm down. It worked, more or less. Mostly, they just became more confused. Levy then wondered if it was always like this, and if so, why? Sure, Gajeel looked scary and had a reputation, but surely these people know how he's changed? He helped save the entire town!

"Look, Black Steel Gajeel has another victim! Run!" She heard someone whisper, and promptly wiped the smile off her face. Black Steel Gajeel? People still called him that? And what do they mean _another_ victim?

Levy sighed.

She wanted more _answers_, not questions.

Glancing up at Gajeel, she noticed how his usual scowl seemed so much more angry, yet he remained quiet. He clearly dealt with this every day, but that didn't mean he liked it. So then why doesn't he say anything? Well...then again, if Gajeel were to say something, it wouldn't be anything good and would probably make this worse. Whatever _this_ was.

"Gajeel..." She started, but stopped when he glared at her.

"Don't even go there. Not now." He said, his voice rough and low. Levy bowed her head and stayed silent for the rest of the way, and even at the store. When they got back home, she plopped onto the couch, lost in her thoughts. Gajeel sat next to her, a look of mild worry on his face. He wasn't used to the shrimp being so quiet, though he should've expected it. He knew she was curious and wanted to help, and that was fine, but this was something he just couldn't tell anyone about. If she could just understand that and leave it alone, they could go back to how they used to be. But still...this silence was killing him.

"Shrimp?" He finally asked, wondering if she had fallen asleep like that.

"What." She said back, her voice uneven and quiet. Gajeel furrowed his brows, leaning down cautiously. He sniffed the air, jumping as he smelled the saltiness of her tears.

"W-why are you crying?!" He asked, sounding panicked. Why was she crying? He didn't mean to make her cry!

"Because I'm worried about you, idiot! I'm so worried yet you won't tell me anything! Don't you trust me Gajeel?" She asked, looking up at him with big watery eyes. Gajeel flinched. That was a low blow, and she pulled it off. Not that she would purposefully pull such a stunt, she was being genuine, but still. It put Gajeel in between a rock and a hard place.

"Don't say that. I do trust you..." He trailed off, not quite knowing what else to say. He wasn't very good with this kind of thing.

"Then why? Why won't you tell me anything? I can help you, I _want_ to help you! Just...please..."

"Look...I get that you want to help me _now_, but if I told you everything...you wouldn't look at me the same. I don't want to lose you, Levy. It's just...better if you don't know." Gajeel said, wiping away her tears. Levy blushed, from him calling her by her name and also touching her, but it didn't make her feel any better.

"Then just tell me some, so I can at least understand you more. I'm not going to change my opinion about you, Gajeel." She said, grasping his large hand with her own smaller ones. Gajeel regarded her with a curious look, and then shook his head.

"If I tell you a little, you'll just have more questions. I'm sorry, Levy, but this is something I can't tell anyone. I've been dealing with it on my own, and I'm still alive, aren't I? I'll be fine." He said, smiling a little. She sniffed and smiled back, nodding in what seemed like understanding. After he went into his room, she began thinking of anyone else who might know about his past. In truth, there was only two places she could check. She knew for a fact that every guild keeps a detailed record of each member. She just hoped her guild had everything she needed to know.

And with that in mind, she stood from the couch, her destination set...

And then promptly sat back down.

She couldn't go to the guild! At least not yet. Which means...

"Hey, Levy, are you alright?" Lily asked, having just woken up. Levy was faced with a tough choice. She could wait a few more days and then return to the guild, or...

"Lily...I need to ask a favor from you..."

* * *

Later that night, two figures walked in the dark, approaching a large building that looked somewhat like a castle. Levy knew this was dangerous, and she might come up empty handed, but for now it was her only option. Besides, the building should be empty, shouldn't it? The Guild did lose after all...but they were still a guild, right? There was only one way to find out. And so, after climbing through the rocky terrain, Lily carried her up to the highest window and flew in, keeping a paw on his sword. He had originally said no to coming here, but after realizing Levy would go no matter what, he knew there was no choice. She would need protection here, especially if the whole Guild had moved into this building. Being the only guild with two different buildings, it was a fifty-fifty chance. But, this was the headquarters, and was sure to hold the answers they needed.

"I wonder where the documents are..." Levy mumbled, looking around. It looked like some kind of office, but surely the records wouldn't be this easy to find. Never the less, she began shuffling through the drawers, looking for anything suspicious. She knew Makarov hid his well, so this guild master probably did too. But this was such a huge building! They could be anywhere!

"Maybe in the library?" Lily said, glancing around nervously.

"So everyone can read them? That wouldn't make sense. Besides...I have no idea where the library is, if there even is one." She whispered, just in case someone was around.

"They might not even be here anymore. We should just wait until we can go back to the guild." Lily said, a chill going up his spine. He was starting to feel like they weren't alone.

"Yeah, you might be right— wait! I think I found something!" She exclaimed, finding a large stack of folders. Right on top of them, was Gajeel's.

"Wait...Levy, don't you think that was too easy?" Lily asked, jumping onto the desk.

"Maybe, but still! Now I can figure out what's wrong with Gajeel." Levy said, flipping open the folder. She was too excited to realize someone else had entered the room.

"Did you say...Gajeel?" A voice asked, making Levy jump and gasp. Pantherlily transformed and pulled his sword out, glaring at the odd looking man.

"Jose..." He snarled.

"Fairy Tail mages...how has my Gajeel been? Not too good, I'm guessing, since you snuck in here for his records. Quite the large file, ne? Yes, Gajeel has reputations, most of which you don't know about. But I do, and I might just let you keep that record, if you do something for me." Jose said, smiling wickedly. Levy gulped and backed away, keeping a firm grip on the file.

"We're not playing any of your games, Jose! Now let us go, and no blood will be shed." Lily said, slowly making his way towards the window. Levy followed, staying behind his back the whole time.

"I'm afraid I can't do that. You see, both of you have entered my guild unwelcomed and unannounced, and have touched my property. So now, we have a problem. I will let you read that file, my dear, but you'll be reading it in a cell and you will not come out until I get my strongest mage back. If you refuse, I'll have to use force." Jose said, suddenly appearing behind Levy. Lily growled and moved to attack, but stopped as Jose grabbed Levy and held a knife to her throat.

"Let her go!" He yelled, shaking from pure rage. Levy was too shocked to move.

"Bring me Gajeel and no harm will come to the girl. However, if you refuse I will kill her."

"Lily..." Levy whimpered, sending the cat a pleading look. Pantherlily growled and shrunk down to normal size, preparing to hop back onto the windowsill. He was stopped short as something hit him hard on the head, grunting as he passed out. Levy screamed as a Phantom Lord guild member picked him up, looking to Jose for further instructions.

"Do not fret, my dear. Both of you will remain unharmed in a nice little cell, and I'll even let you keep those documents." Jose said, leading Levy to a little jail cell.

"You didn't have to knock him out.." Levy said, struggling to speak.

"Oh, but I did. If I let him go he could easily have gotten reinforcements. It's better this way, little girl. Now just sit down and enjoy those records. Who knows, you might not want Gajeel to come after you're done." Jose said, locking the door and walking away, laughing maniacally. Levy stared at the folder for a moment, debating on opening it or not. Gajeel wouldn't want her to find out this way. But it's the only way she would ever get to know.

She decided to open it.

* * *

Gajeel woke up to an empty bed, and upon further investigation, an empty house. If this wasn't enough to freak him out, the letter taped onto his door was. Someone had been in his house while he was sleeping, and he didn't even know. That alone pissed him off, but after reading the letter, he made a fist, crumpling it up. Without thinking, he ran out of his house, blinded by rage. He ran and ran, all the way to Oak Town, past the little city and into the countryside until he reached a place he didn't ever want to see again.

Phantom Lord Headquarters.

**Well...I was not expecting this. XD Ah, the hated cliffhanger. What will Gajeel do? What will Levy think after reading the file? Will they make it out alive?! So many questions! You'll have to wait for the next update :p And of course leave a review. You guys are awesome :)**


	4. Chapter 4

**I'm writing this while being only half awake -.- Prepare yourselves for an awful chapter.**

**Disclaimer: Yeah, still own nothing here.**

The sounds of screaming and wild thumping could be heard throughout the Phantom Lord Headquarters, and every now and again the walls would shake and the floor would rumble. Furniture was being destroyed, people were getting their asses thoroughly kicked, the entire building could very well collapse if this continued. And all the while, Jose waited patiently one floor below the prison cells, smiling evilly. He could care less about the rest of the guild, as long as he got Gajeel back. It had been _so easy_ too. Had he known that all it took to lure Gajeel back was one little brat, he would've done it ages ago. Now all he needed to do was wait for the dragon slayer to come bursting through those doors and then all would be well again. He could capture Gajeel and use the bookworm to get what he wanted: cooperation. Gajeel would be his again and could go back to terrorizing the town, letting Phantom Lord's true reputation be known. And that little blue haired girl would remained trapped forever. Yes, it was truly perfect. Except, of course, the one obvious flaw.

Fairy Tail.

The guild would surely come looking for her, and if he did in fact let Gajeel resume his old reputation, they would hear about it and go directly to Jose himself. It was a problem, but Jose didn't care. Really, as long as he stayed close to that girl, nobody would try a thing. Simply holding a knife to her throat would make every single guild member freeze, and Gajeel would obey him. Really, he should have thought of this earlier. But how could he have known Gajeel would get close to anyone? Juvia was really the only person he ever talked to somewhat calmly, as far as Jose knew, but this girl was different. Had his Gajeel fallen in love? The very thought made him laugh. After all the things Gajeel did, love sounded ridiculous. And that poor little girl had no idea! Could she have loved him too?

"She certainly doesn't anymore. Not after seeing what kind of a monster Gajeel really is." Jose said to himself, cackling once again. The ruckus from below stopped abruptly, and then the doors blew open, flying off the hinges.

Jose smirked.

* * *

Levy stared at the picture of Gajeel, reading through the minor details. His height, weight, hair color, eye color, age—which had a question mark next to it, much to Levy's annoyance— guild mark location, affiliation. It was clearly from when he was still in Phantom Lord, and hadn't been updated. Makarov probably had a more recent one, but that didn't matter now. Levy needed the old stuff anyways. She flipped to the next page, which had a very lengthy paragraph, describing Gajeel through Jose's eyes.

"There is much to say about Mister Black Steel Gajeel. When he walked through those doors, acting like he owned the place, not even sparing a glance at the other members, I knew I would benefit greatly from him. He's just the kind of person I need. Cold, distant, rude, malicious, apathetic, just downright cruel. Honestly, I thought he was here to kill me at first. The look in his eyes sent shivers down my spine. It was delightful. So, I offered him a deal. He could live here and be my number one S-class mage, so long as he did whatever I said. You can imagine my surprise when he immediately said, and I quote, 'Fuck you, I'll do what ever the hell I want.' But never the less, I managed to convince him."

Levy skimmed down some, her eyebrows furrowing as she caught sight of a certain _word_.

"I knew he was cruel, but this? I've never been so proud! And to think, it wasn't even part of the mission! All he had to do was go harass a few homeless people who decided to live behind one of the rocks by HQ until they left, but what did he do instead? He simply murdered them! Oh, I gave him quite the amount of jewels for that. Honestly, it was one of the most brutal killings I've ever seen! It was then that I learned what kind of magic he uses, and let me tell you, I've never been so happy in my life. To think, a dragon slayer joined my guild! Yes, the one and only iron dragon slayer is mine!"

Murder. She hadn't been expecting that. She regretted reading that little passage, but that word had immediately caught her eye. Gajeel was a murderer? And by choice? Why? Levy needed to read more.

"That blasted Fairy Tail guild is getting more annoying by the second. I think some day I'll send Gajeel over there as well. I've noticed some things about him, after watching him thoroughly. He prefers to stay alone, doesn't like being disturbed while eating, and often leaves the guild. I have no idea where he goes, but it's usually at night. I'll have to step it up a notch."

Levy skimmed more, flipping the page again. This page had some newspaper articles, with pictures of Phantom Lord and Gajeel, and random people.

"He's building up quite the reputation, and in such a short time. Phantom Lord has never been feared like this. I simply love it. Some new mages joined today, calling themselves the Element 4. I promoted them to S-class as well. Gajeel is still the strongest though."

"I've finally managed to figure out where he goes at night, and I was actually quite shocked. It seems as though my Gajeel is far more cruel than I initially thought. This will do wonders for our guild." This passage had an arrow pointing to one of the newspaper articles. Levy looked over the pictures of three young looking girls, who had apparently been missing for weeks. She gulped and read the article.

"Three young women were found today in Magnolia's riverbank, dead and horribly disfigured. The three had been missing since four weeks ago, after they had gone out one evening to a local bar. An autopsy shows traces of what seems to be iron, and painted on their stomachs, was the Phantom Lord guild sign. Nobody knows for sure who the culprit is, but local authorities will be in touch with Jose, the Phantom Lord guild master."

Levy couldn't breathe. Gajeel couldn't have done this, could he? There wasn't any evidence...just because it was iron didn't mean Gajeel. Any guild member could have painted the mark on them and just happened to have something iron. Jose was just overreacting.

"Thanks to a special lacrima, I've been able to watch Gajeel outside of the guild. He likes going to bars, oddly enough. Seems he likes to wait for the young ones to come in, get drunk, and stumble out. Then he makes his move. It's simply delicious, what he does to them." Another arrow was drawn, pointing to a more lengthy article. Levy clasped a hand over her mouth, feeling sick suddenly.

"Bodies found in local dumpster, torn apart from the inside out. Nobody knows who keeps committing such disturbing crimes, but each victim has the same type of injuries. Young women are being advised to stay home at night, to avoid becoming the next rape victim. What's more disturbing, is pieces of iron keep coming up in the autopsy's, and the Phantom Lord guild sign is always painted on their stomachs. When asked, Jose, the guild master, says he has no idea and deflects the question. The guild is said to be disbanded soon, and is officially the most feared guild in Fiore."

Levy screamed, and began sobbing, crawling away from the files. Gajeel had murdered innocent people, and what's worse, raped them. He was never told to do it, either. Levy couldn't breathe. She just kept taking in ragged gasps, tears flowing steadily down her cheeks. The noise woke Pantherlily up, who instantly became worried.

"Levy? What's wrong? What happened?" He asked, looking over to the documents when Levy merely pointed at them. He slowly walked over and read the articles, shaking his head in disbelief and then going back to read Jose's passages. One paw came up to cover his mouth as he looked away, his eyes screwed shut.

"No...this can't be true! Gajeel isn't like that!" Lily shouted, remembering how excited Gajeel had been to have his very own cat. He remembered how Gajeel secretly liked to cuddle and would always help Pantherlily sleep when there was a storm. He remembered the good times.

"It's right there, Lily! Gajeel...he's..." She couldn't finish her sentence, and continued sobbing. Lily clenched his fists and continued reading, angered by the fact that it only got worse.

"I left that lacrima hidden on Gajeel, he has no idea I'm watching him. Members from the guild have now begun to disappear, all of them being female. He's truly a monster. I'm proud. While you couldn't call it rape, at least in most of the cases, it was definitely murder. Most of the females here have taken quite the liking to him. Stupid fools. Watching him tear them apart was simply amazing. Honestly, I never knew he could turn _that_ part of his body into iron as well! What a brutal way to kill someone!"

"NO!" The Exceed yelled, slamming a fist into the ground. Levy sobbed more, burying her face into her hands.

"Today is a sad day, because I had to punish Gajeel. I've been so proud of him, it pained me to do this. He was doing so good too. I don't know what happened. Through the lacrima screen, I saw him turn one arm into a blade and then he cut himself, very deeply I might add. It was an attempt at suicide. He spent three days in the dungeon, and was whipped for it. What's worse, is he just tried it a second time. He was then severely beaten. It hurt me more than it hurt him."

"He's been having nightmares. In the beginning, they would happen on occasion, but now? It's an every night occurrence. He's also been going on less missions. At this rate, our guild will crumble. Speaking of guilds, Fairy Tail is getting more annoying. Those cocky little fools are about to get a big surprise, once the preparations are complete."

"He tried killing himself again. I had to lock him away and beat him, and then I informed him of the mission. He happily agreed. Fairy Tail will fall soon."

"He seems...different. What he did to that blasted guild, I'll never forget it! It's ruined! But those idiots didn't do anything. So I sent him on another mission, but it seemed to..make things worse. Pinning a girl and two idiots onto a tree seemed like a simple mission, but what's odd, is he did exactly as he was told. No killing, no raping, nothing. The girl seemed cute enough. Never the less, the fairy's are pissed now. I'm going to win."

Lily flipped the page, only to find more old newspapers. Countless women, innocent townspeople, guild members, all dead. Gajeel had killed them. Then, much to his horror, a lacrima screen which had all of the video tapes. He flipped the folder shut and threw it across the cell, roaring in agony. His best friend was a monster. Levy continued sobbing, her heart feeling like it was ripped in half. After all he had done for the guild, behind it all was this. He wasn't the person she thought he was.

"He's changed...that's not him anymore..." Lily mumbled, his tone desperate.

"He still did it though...what if he...if he still—"

"NO! He's not that person anymore! You know that, Levy! You've been trying to help him this whole time! You said you wouldn't think differently!" Lily yelled, becoming angry.

"That's before I knew!" She yelled, effectively silencing Pantherlily. He stared at her in disbelief, and she began sobbing again. "I didn't think...it was this bad...I don't know what to think anymore!" She cried, looking at Lily for any answer, any kind of help. He didn't know what to say. He was about to say something when the door suddenly opened, and Jose's angry yelling could be heard. Levy shrunk back into the corner while Lily got into a defensive stance. Gajeel burst into the room, sporting a few bad wounds and limping, but quickly located Levy and ran to the cell.

"Lily, Levy, are you alr—" He stopped short, seeing the folder and its contents scattered about. He then noticed how frightened Levy looked, and how angry Lily was, and slowly backed away.

"You...you weren't supposed to find out this way..." He muttered, looking mortified at first. Then he became angry. "You weren't suppose to find out! Not like this! Why did you do it?!" He yelled, looking at Levy who merely cried more.

"We needed to know. You weren't telling us anything." Lily said, his voice low and serious. Gajeel's eyes snapped towards him, full of swimming emotions.

"And now you know why!" He screamed, nearly shaking from anger and some other emotion he couldn't describe.

"Don't be mad at them, Gajeel. They deserve to know the truth, don't you think?" Jose's calm voice said, making Gajeel spin around and lunge at the man, who was quick to dodge.

"Shut the fuck up! You filled that folder with lies, and you know it!" Gajeel yelled, aiming a punch at Jose who ducked and jumped back.

"I did no such thing. Everything in that file is the truth. I even put some old newspapers for proof." Jose said, smiling widely. Lily and Levy stayed quiet, confused and skeptical. Gajeel could easily be trying to get out of this, but why would he lie? Gajeel wasn't one to lie. Then again, they had thought he wasn't one to rape innocent women either. But still...he seemed sincere.

"You left out the details." He gritted out, snarling as Jose laughed.

"What details, Gajeel? You want me to describe how exactly those women died? That's why I left the lacrima screens in there, for the gruesome details."

"That's not what I'm talking about! You forgot to mention how much of a choice I really had in those decisions! If I didn't do exactly what you said, you would have..."

"Have what?" Jose pressed, eager to hear Gajeel say it. He had indeed left one important detail out, just to make Gajeel look like a bloodthirsty monster. When his pain filled eyes merely stared back at him, he decided to push the dragon slayer a little farther. He disappeared, coming up right next to Gajeel's ear.

"Oh, that's right, I would have killed _her_." He whispered, just loud enough for Gajeel to hear. He reeled back as Gajeel let out a furious roar, his skin turning to iron covered in scales. Before Jose could even blink, Gajeel was coming at him, his arm transformed into a chainsaw. He then hissed as it grazed his arm, jumping back a few feet. Before he could steady himself, Gajeel was already above him, slicing down towards his head. If Jose wasn't such a skilled mage, he would be dead right now. The attacks kept coming though, all of which Jose barely dodged.

"Ah, I hit a nerve. What's the matter, Gajeel? Not fond of that memory?"

"Shut up!" He yelled, his leg turning into an iron rod and stretching towards Jose. The guild master easily grabbed it, locking Gajeel in place.

"I remember her death quite well. The sounds of her screams are still fresh in my mind. Honestly, she was the best kill I've ever had."

"SHUT UP!" Gajeel screamed, retracting his leg so fast it pulled Jose with it. While he was flying towards Gajeel, he didn't have time to react when the man suddenly used his iron dragons roar, and was sent flying into the wall. Gajeel ran over to him, the chainsaw back in place, and prepared to slice the heavily wounded mans head off, but a scream stopped him. Lily and Levy watched in horror, not recognizing the man before him. He looked down, seeing his metal skin covered in blood, and realized that he truly did look like a monster.

"If I ever see you again, you won't be so lucky." He spat, kicking the man in the ribs before slicing the prison cell bars off. He swooped up the documents, sending a pain filled glare at Levy before completely obliterating it.

"Go back home, Levy. Lily, find somewhere else to live. I understand that you guys don't want to be around me anymore. Good bye." Gajeel muttered, sending them one last look before storming out of the guild. His voice had been low and for the most part emotionless, but there was no hiding the sorrow in his eyes. Levy stayed frozen, not sure how to react. Lily soon realized that Jose was still conscious, and quickly flew Levy out of the building, surprised to find Gajeel completely gone.

"Where do we go now?" She asked, her voice hoarse from crying. Lily wasn't sure how to answer. If they went to Fairy Tail, too many questions would be asked. But they couldn't go back to Gajeel's...could they? Did they even want to?

"Is your house okay?" He asked, a strange empty feeling spreading throughout his body. It felt weird, not going back to his real home.

"It should be...Jet and Droy wouldn't be there." She answered, also sounding void of any emotion. Lily nodded and began flying in that direction, his mind never leaving the thought of Gajeel.

* * *

Levy's little apartment was quiet that night, and the girl refused to come out of her room. She felt bad for leaving Lily all by himself, but right now she just needed space. Maybe he did too, who knows. One thing she did know, was keeping your mind off of something was very hard. She still couldn't believe what Gajeel had done. What was more troubling though, was that with this new revelation came more problems. The Gajeel she had known was now put under a different light, and she didn't know what to think. She should be repulsed, and part of her was, but the other part was clinging to optimism. Gajeel had mentioned something about Jose leaving an important detail out. Perhaps those documents were just one big lie? But no, there had been videos and newspapers. Still..something seemed off. Was Gajeel really such a monster? He couldn't be...could he?

_I did say I wouldn't change my opinion of him...but can I really stay true to that? He...raped innocent women, killed innocent people! But...why do I feel like there's more to it?_

Levy pondered her options, head starting to hurt from thinking so much.

_Gajeel really needs someone right now...I know he's hurting. And I did say I would be there for him no matter what...but he's a monster...isn't he? Oh...I don't know anymore.. but it doesn't feel right just sitting here in the dark while he's suffering. I suppose...I've got no choice._

There was a knock at her door, and for once, she actually opened it. Lily seemed surprised by this, since he had been trying to get the girl out of her room for hours. Levy looked exhausted, and her eyes were red from crying so much, but there was a different air around her now. She seemed...more determined. Like how she was before going to Phantom Lord.

"I think we should go to him." The exceed said, expecting her to refuse and slam the bedroom door shut. He was surprised when she nodded her head.

"I was just thinking the same thing."

**Meh, a bit of a shorter chapter, and I know you all probably hate me for doing that to poor Gajeel, but I promise it gets better. But just what is the dragon slayer hiding? And who is this mysterious girl who Jose killed? Once again, so many questions! You'll all just have to wait for the next update, whenever that will be! XD**


	5. Chapter 5

**Damn you writers block! I just want to finish this story already D:**

**Still own nothing.**

The dark streets of Magnolia were completely empty, although that should be expected since it was past midnight. Levy walked down the familiar street which led to Gajeel's house, Pantherlily padding next to her. Her brain was practically screaming for her to turn around, but her heart told her to move forward. Gajeel needed her, and as a member of Fairy Tail she couldn't leave a friend in need. Sure, he may have done things that guaranteed him a spot in hell, but it was the past. He obviously wanted to change and atone for his sins, which is why he saved her so many times. But, if Levy had to be honest, it was much more than wanting to help a friend. She had tried to label the man as a friend, and while it wasn't a complete lie, she knew there was more to it. Gajeel had an effect on her that no other person could even try to have, but even with her vast amount of knowledge, she couldn't find a word for it.

She came to a stop at his door, her nerves making themselves known. Could she really face him after everything? After betraying his trust, sneaking into his old guild, digging up dirt on him and then nearly getting her and Lily killed? After making him worry so much, only to be disappointed at seeing her snooping through his darkest secrets, could she walk into his house and make everything okay again?

"Come on, Levy. It's Gajeel." Lily said, offering whatever comfort he could. He was right though. Despite his disturbing past, this was still the man who joined her guild and protected her with his life. The worst he could do is kick her out and maybe yell a bit...right?

Levy didn't want to think about it. She always over analyzed everything and thought way too much about her actions, and right now that wasn't going to get her anywhere. So she decided to rely on her heart and act on impulse, and knocked on the door. She wasn't expecting him to answer, so when nothing happened she opened the door and walked in, making her way through the dark house. Lily followed Gajeel's scent, taking the lead and heading for the dragon slayers room. Just as he was about to knock the door slammed open, revealing a very unhappy Gajeel.

"The fuck are you doing here? Haven't had enough yet? Let me guess, you want to know why I did all that shit. Unbelievable." He said, sneering at Levy. Pantherlily backed up, standing next to Levy for support. The girl seemed unable to speak.

"We just wanted to make sure you're okay. That's all, Gajeel." The Exceed answered, sending the man a stern look. He understood why Gajeel would be upset, but there was no need to snap at the two people who cared.

"Yeah, sure, that's bullshit. What about you?" He nodded his head at Levy, taking in her frightened posture. "Scared of me again? That's what you get for putting your nose where it doesn't fucking belong. If you're so scared then just leave me alone."

"Gajeel, we're both worried about you. That's all. You can drop the attitude." Lily said, his temper rising. He would rather Gajeel yell at him instead of Levy.

"Why the fuck should I? When I can't even trust my own cat? But I know damn well whose plan it was." He glared at Levy, who at this point was crying again.

"Stop it Gajeel!" Lily yelled, taking a step forward. Gajeel was too angry to hear him.

"You couldn't just let it go, could you?! Now I've got no fucking choice! I have to explain to you every fucking thing that's been haunting me for years! All because of you!" He yelled, one hand shooting out to grab Levy. Pantherlily's suddenly large form blocked him and quickly punched him, sending him flying back into his room.

"Gajeel!" Levy cried, running into his room. Lily followed, locking the door behind him. As soon as he took one step, Gajeel tackled him, bringing both of them to the floor. Punches were thrown, random pieces of furniture were broken, until Levy finally had enough and took out her pen. She wrote the word "rope" and watched as the two men were tied up, even though Lily probably didn't deserve it. She knew Gajeel could easily break free though, so she did the only thing she could think of. She got down on her knees and hugged him.

"I'm sorry, Gajeel!" She sobbed, holding him tighter. "I know what I did was wrong and you'll probably never trust me or want to see me again, but I need you to know how sorry I am! I was just so curious and worried...I hate seeing you sad! And I know I reacted badly, but just know that I still think of you the same. You're still my friend, Gajeel. I know you hate me...and I don't deserve your forgiveness..."

"You're...asking for my forgiveness? You think I hate you? Why are _you_ apologizing?! I'm the one who should say sorry! You're one backwards chick if you think I'll never forgive you." Gajeel said in disbelief. Here he is, a man who has killed and raped far too many people, and she's the one saying sorry.

"W-what? But...I went through your files even though...you didn't want anyone to know. How can you say you'll forgive me, just like that? I don't deserve it!"

"No, shrimp, I'm the one who doesn't deserve it. You wonder how I can forgive you so easily? I've been wondering the same thing about you for years. Even now, after finding out all that I've done, you come in here to see if I'm alright. I forgave you the second I realized what happened, because you're the only person who does deserve it. Well, besides Lily." Gajeel explained, looking into Levy's confused hazel eyes.

"Of course we forgive you...because we know there's more to it. You wouldn't just kill people for your own enjoyment. But we're not here to make you tell us." Levy said, her spell breaking and setting the two men free. Lily returned to his small form, looking up at Gajeel with a small smile.

"No...I really do have to tell you now...or else I won't be able to sleep at all." Gajeel said, taking a seat on his bed. Levy and Pantherlily joined him, eager to hear yet apprehensive at the same time.

"Gajeel...if it's too much, you don't have to..really." Levy said, giving him one last chance to back out.

"No. It wouldn't be right if I left you guys with the impression that I enjoyed killing people. Now listen up, cause I ain't repeating myself." Gajeel said, pausing for a moment. When the two nodded their heads, he began explaining everything that had been eating away at him for years.

_A tall woman with long raven hair and dark brown eyes ran through a dense forest, grasping the hand of a small child desperately. Her tears spilled out, falling behind as she ran faster, the noises of monsters getting louder. The child looked back, his spiky black hair moving with each step and his wide red eyes scanning the area with fear. His father had fallen behind hours ago, and though his mother said he would find them later, the child knew it wasn't the truth. His father was long gone. The monsters had invaded his small village and slaughtered everyone, only his mother and him survived._

_"Mom, where are we going?!" He yelled, sucking in air as fast as he could. They had been running for so long, and he was getting tired._

_"Just keep running, honey, we're almost there!" His mother shouted, screaming as her foot caught on a tree root and she fell._

_"Mom! Get up, hurry, they're coming!" The child cried, pulling on his mothers hand. He saw the ground turn red as her blood soaked through, her leg being broken and sticking out of the skin. She could no longer run._

_"Son...I'm sorry...I'm so sorry! You have to go on without me! Please, we're so close, just keep running until you get there!"_

_"No...no way! I can't leave you! You're going to die, just like dad!" The child yelled, eyes welling up with tears. He looked back and gasped, surprised at how close the monsters were._

_"Just go! Please, just do this last thing for your mother!" She cried, growing desperate. The child was torn. He and his father were never close, since the man was always gone, but his mother was the most precious thing in the world. But he had to respect her final wish and get to wherever it is she wanted to go._

_"Okay...I'll do it..." He sobbed, hugging his mother one last time before sprinting away. He looked back one final time to see a tall figure standing over his mother, and then disappeared into the forest. For the longest time, he simply ran, blocking out the pain in his sides and bare feet. He didn't notice the dirt path suddenly turn into metal, nor did he notice the lack of trees. He simply ran until his body gave up, falling to the hard floor. His vision blurred, and he saw something huge block the view of the sky. He thought he would die. The last thing he remembered seeing was a giant clawed hand coming straight at him, and then everything went black._

"So that's when you met Metalicana?" Levy asked, completely enthralled with the story. She had no idea Gajeel ever knew his parents, since Natsu and Wendy didn't know theirs.

"He saved my life that day and took me in. When I first woke up, I didn't know what to think. Turns out my mom knew he lived there and somehow felt he would help me. Then he started training me. His methods were intense...and at first I hated it, but as the years passed I grew to love him like a father. I was only 8 at the time. Then, when I was 11, he disappeared."

_The child, who had grown since three years ago, walked through the familiar metal coated cave, excited to get some more training in with Metalicana. He had learned so much in three years, and even his appearance had changed. His body had studs here and there, he built up some muscle, his hair had grown out more. Not to mention how powerful he was. Hell, he could probably hold himself in a fight with the dragon. This is just what he planned to do today, until he walked into an empty cave._

_"Oi, Metalicana, where are you? I wanna show you my moves! Oi, old man! Damn it, where are you?" He yelled, only to hear his echo in response. Metalicana never left his cave. Gajeel felt a stab of panic, and ran back outside. He called out the dragons name and searched everywhere, feeling his heart beat faster. Where could he have gone? To find food? But he never leaves!_

_"Metalicana?! Metalicana?!" He yelled, becoming angry now. The dragon had been acting weird lately. Just a few days earlier he had told Gajeel to training harder, since he wouldn't always be around. Then it hit him._

_"METALICANA!"_

_His father had abandoned him._

"How sad...I'm so sorry, Gajeel." Levy said, wiping her eyes. Maybe she was getting too into the story..

"Che, it's in the past now. It killed me back then though. I waited there for weeks, hoping he would come back. Eventually I knew he was gone, so I started wandering on my own. Eventually I came to a town and heard people talking about guilds. It didn't take long to find the building. They let me in and I stayed there for a few years, but got kicked out for being tol violent. I was an angry kid. When I turned 14 I found Phantom Lord and joined them. That's when the real shit started.

_"And who might you be, young one?" A very creepy looking man asked, his voice a little too polite. Gajeel could tell right away that this guy was bad news._

_"I ain't young, and the names Gajeel. I heard this was a pretty famous guild, but it doesn't look like much. Guess I waisted my time." Gajeel said, turning to leave. The creep was suddenly in front of him, a wave of black stuff that looked like shadows vanishing._

_"I assure you, we are stronger than we look. But perhaps you would be just what we needed. Come, join our guild and I will give you whatever you want. Food, rest, power, you name it. All you have to do, is obey me and do as I say. Do we have a deal?"_

_"Fuck you. I'll do whatever the hell I want." Gajeel sneered, growling as the man dared to put a hand on him. The man was suddenly very serious, and even looked angry._

_"You dare use such language in my presence? I am Jose Porla, Phantom Lord guild master! And you, boy, are just what I've been looking for. If you refuse to join my guild, then maybe you'll change your mind when you see something. Come with me, now." The man named Jose said, wrapping he and Gajeel in his odd black magic before disappearing. Gajeel was taken to the Phantom Lord Headquarters top floor, where the prison cells were located. The man was pissing him off, and he would love to smash that creepy face in, but a sudden gasp stopped him. He looked into one of the cells and felt his entire body go numb._

_"Gajeel? Is that really...? Oh...oh no...why have you come here? You monster, what are you going to do with him?!"_

_"M-mom..."_

"Woah, no way! He had your mom? But I thought she died?" Levy said, her brain beginning to put the pieces together. But then that would mean...

"Turns out he was after my mom for a while, and finally caught up to her. She had been in that prison for six years. He saved her from those monsters, but honestly, I wish she would have died. What he did to her...I'll never forget it." Gajeel snarled, clenching his fists. Levy put one hand on his shoulder, watching as he instantly relaxed some.

"Anyways, he threatened to kill her if I didn't cooperate. That's how all the killings started. When I tried to kill myself...he threw me in there with her. She wasn't the same person that raised me...she was just an empty shell. I couldn't stand seeing her like that, so I tried killing myself again. I refused to go on missions. Jose got mad, and started beating her in front of me. When I tried again, he beat the both of us. I realized I was just hurting her more, so I kept doing as he said. That was when...I met you." He paused, looking at Levy with watery eyes. He hadn't even realized he was crying, and was surprised at how little he cared.

"Jose told me to kill your lackeys and pin their dead bodies to the tree. He wanted me to..rape you, and then do the same thing. I had full intentions of doing that...until you turned around."

"Until I turned around? But why?" Levy asked, feeling slightly disturbed. She was glad he decided not to kill her, or rape her for that matter.

"I thought you were just another victim at first. Sure, you were...smaller, than my usual targets. You had blue hair and seemed so...happy. But when you turned around and I saw your face I just...couldn't do it. Something felt different inside. After the guild wars, Makarov offered me a spot in Fairy Tail. I thought about how it might be nice...having a fresh start. I thought about my mom, and how Jose would definitely kill her if I left. She would finally be free. And I also...thought about you. Obviously I took his offer. You know the rest." Gajeel finished his story, feeling as if a weight had been lifted off his shoulders. It was an odd feeling.

"Oh Gajeel...I never would have guessed you've had such a hard life. It's...so sad..." Levy said, wiping her eyes again.

"D-don't cry! Why are you crying?!" Gajeel yelled, not knowing what to do.

"Because it's just so sad and I know you won't cry so I'm doing it for you!" She replied, grabbing Lily and burying her face in his fur.

"I cried! Wait, why am I admitting that?! Damn it shrimp, quit crying! I'm fine now, in fact I haven't felt this good since I was a kid!" Gajeel said, flustered that she wouldn't stop crying. Lily didn't seem to mind being used as a pillow, which only irked Gajeel more, though he didn't know why.

"R-really?" Levy asked, peeking one eye out to look at Gajeel. He looked tired and had puffy eyes from crying, but he really did look happy.

"Yes, really, now put my cat down and be happy with me!"

"Oh, Gajeel!" Levy cried, surprising Gajeel by pulling him into a tight hug. He blushed and sputtered nonsense, until he realized she was still crying.

"W-what now?!"

"I'm just...so happy! You're okay now! All you needed to do was talk about it and get some closure. Now you can stop feeling guilty for everything!" She cried tightening her hold on the man which made him fall backwards on the bed.

"Yeah...I guess I was guilty. It felt like I was getting eaten alive from the inside, like the guilt was consuming me. I just...never really called it guilt. But you helped me figure it out, shorty. Now I can finally move on with my life." Gajeel said, wrapping his arms around Levy's tiny hips. Lily also joined in on the hug, purring in content. Levy suddenly realized the position she was in, and blushed furiously, trying to pry herself free from Gajeel's embrace.

"What's wrong, shrimp? You were so eager to hug me earlier, and now you're all shy." Gajeel said, smirking evilly. Levy half heartedly slapped his arm and slid off of the bed, bursting out into laughter when Gajeel quirked his eyebrows at her suggestively. The three laughed together, falling back onto the bed. Gajeel was ecstatic, an emotion he missed feeling. But he couldn't help but feel as if he...forgot something.

* * *

Early the next day, Gajeel woke up before Levy and Lily, who were comfortably snuggling in his bed. It was a nice feeling, waking up from a deep sleep. He didn't have any nightmares, and didn't feel the need to smoke or go for a walk to the tree. He was just glad to be happy. Sure, he would miss his mother and would never fully forgive himself for his crimes. He would also never forget them. But now he could move on and start his new life. No more killing, no more Phantom Lord, no more Jose—

"Jose! Fuck...he's still alive! Which means he'll still try to get Levy...how did I forget about that!" Gajeel cursed aloud, looking at the bluenette to make sure she was still sleeping.

"I won't let her down...I'll protect her no matter what. This time, Jose isn't taking anything from me. I'll be ready when he attacks, whenever that may be."

Somehow, he felt that it would be very soon.

**Oh no! Damn Jose, I should have let Gajeel kill you! Ah well, now this story can finally move on to the romance. Oh yes, I've got big plans when it comes to romance. Some fluff, some awkward humor, and yes, lemon! Ahh, I'm so glad I finished this chapter in one day. It's a miracle!**


	6. Chapter 6

**It's Saturday, and I have to fricken work! Ugh! -.- But, the brightside is we can finally start moving into some romance! I've got big plans in store for these two. So, with that in mind, let's get on with it!**

**Disclaimer: Yeah, still own nothing.**

The bright sun beamed down on Magnolia, matching the citizens bright, happy attitudes. Birds sang their songs, a few stray cats chased each other, all while Gajeel walked to the guild with Levy and Pantherlily. To him, he felt like he was on some other planet. Everything was just so...cheerful. The huge metaphorical raincloud had finally moved on to some other poor soul. Even the people who once cowered in fear seemed to notice the difference. Maybe it was because Levy was with him, laughing merrily with Lily.

Or maybe it was because he was laughing with them.

Yes, _the_ Gajeel Redfox was laughing. The people were amazed, but smiled anyways, glad to see the man happy for once. Now it was clear that he had moved on from his old life. They all wondered if it was because of the little blue haired girl next to him. Most of the women had already began their gossip, talking about wedding bells and baby carriages. Gajeel heard them, if course, and he merely laughed more at the idea. Him? Married? And to Levy, none the less.

_Not that there's something wrong with her! She's...pretty. Really pretty. She's fun to piss off, and she's so damn tiny it's adorable! Wait...what am I saying?! I sound like some lovestruck teenager! Ugh...I really need to catch up on my sleep._

"I'm so glad we can finally go back to the guild! Lucy's probably been worried, and I miss Mira's cooking so much! Oh no, I totally forgot about Jet and Droy! They're going to ask me so many questions...can we just go back home?" Levy said, frowning at the idea of the two of them buzzing around her like flies. She loved her friends, but they did get annoying.

"Oh no shrimp, we're definitely going to the guild. I've got some business to take care of. Besides, you can't run from them forever." Gajeel said, ruffling her blue hair.

"I know but...just one more day wouldn't hurt." She tried again, swatting Gajeel's hand away.

"Gihi, not happening. Besides we're already here." Gajeel said, picking Levy up by the back of her dress when she tried running away. He was thankful she wore her longer dress today, or else he would have a nice view of her panties right now. He blushed at the mental image and kicked the doors opened. Nothing had changed in the guild, except the fact that Team Natsu had returned. The fire dragon slayer was currently punching Gray in the face while holding the ice mage's shorts, yelling insults and whatnot. Lucy was at the bar, pretending to not know the two. Happy was eating fish, offering one to Carla who ignored him for Wendy. Erza was eating strawberry cake, blissfully unaware of Natsu and Gray brawling it out, slowly making their way towards her. Gajeel knew how that would end, and figured he had a few minutes before the whole guild erupted in a fight. He needed to do something before that happened.

He let Levy go, laughing as her two lackeys immediately swarmed her before she could hide. Lily walked off to talk with the other Exceeds, leaving Gajeel to his business. They had talked about it earlier while Levy was in the shower.

_"I'm going to ask the Master for help. Jose's planning something, I just know it." Gajeel said, his eyes narrowing in anger._

_"You? Asking for help? I'm shocked." Lily replied._

_"It's not like I can't beat him alone, I just...don't want him to get her. I know how he is." Gajeel said, going quiet as Levy walked into the room. He and Lily shared one last knowing look before heading out._

Gajeel didn't like asking for help, but he just couldn't let Jose lay one finger on Levy. He would need the entire guild to help him. So, he walked in to the Masters office, not noticing how Levy sneaked away from Jet and Droy to follow him. The master was sitting in his little office, ignoring the loudness of the guild to fill some papers out. He looked up when he heard footsteps, surprised to see Gajeel standing in the doorway.

"Ah, Gajeel, how was that _mission_? All went well, I assume." The Master said, giving Gajeel a knowing look. The iron dragon slayer didn't like that look at all.

"Yeah, just peachy. Look, I'm gonna get straight to the point. I need your help with something." He said, ignoring the Masters surprised look. Levy hid behind the wall, her eyebrows furrowing. Gajeel needed help?

"With what boy? What have you gotten yourself into?" The Master asked, trying to hide his worry. If anyone else had asked, he wouldn't be so surprised, but this was Gajeel.

"It's Jose. He's after Levy, and I need to stop him before he can get to her."

"Jose? And, why can't you take care of this yourself? Not that I won't help you, but Jose should be an easy win for you Gajeel." Makarov raised an eyebrow as Gajeel looked away.

"Will you help or not, old man? I need an answer." This made Levy smile.

_He's worried about me..._

"Of course I'll help, idiot! When my children are in danger I don't just sit back and do nothing! The real question is how we're going to do this. Jose will undoubtedly have his guard up so we can't just charge in there and fight him. But we also can't have a constant eye on Levy either. Knowing Jose he'll try to snatch her while you're not around. So you'll just have to stay by her at all times." Makarov said, smirking as Gajeel choked on air.

"D-don't say things like that so nonchalantly!" He sputtered out, ears perking as a small giggle came from behind him.

"Ah, but I see you've already been spending time with her, since your using big words like that." The Master said, laughing as Gajeel blushed and stormed out of the office. He watched as the man picked up Levy, ignoring the fact that she had been eavesdropping, called for Lily and left the guild. Not a second later a chair smashed into the door and the whole guild started fighting.

Erza's cake must have hit the floor.

* * *

"Well, if I'm going to be staying here for a while, I should go pick up more clothes and stuff." Levy said as they walked around, passing by various shops. They began walking in the direction of her apartments, talking about random things.

"I didn't know you liked to eavesdrop, shorty." Gajeel said, smirking as Levy puffed her cheeks out.

"I wasn't eavesdropping! I was just going to talk to the Master but you were already in there!" She half yelled, her little fists clenched at her sides.

"So you stay and listen to the whole conversation? Sounds like eavesdropping to me." Gajeel shrugged, laughing more as Levy slapped him and walked ahead.

"So, what did the Master say?" Lily asked, watching as Levy balanced herself on the edge of the road next to the river while some guy told her to be careful.

"He said he would help. He also said to keep her close at all times. I think if Jose doesn't make a move within a week, we'll just attack him."

"At all times huh? Shouldn't be too hard. She seems to like it at the house."

"Sure does."

"And...she seems to be pretty happy about staying with us longer."

"Yeah..?"

"Well...don't you think that, I don't know, it _means_ something?"

"...What are you getting at?" Gajeel asked, looking at the Exceed with furrowed brows.

"Look, I'm just saying you two have gotten pretty close and now would be a good chance to..try to...take things to the next level."

"Are you...suggesting I ask her out?!" Gajeel dropped his voice to a harsh whisper, glaring at the little cat.

"Well...you like her, don't you? And she obviously feels the same way so..why not?"

"Are you crazy?! What makes you think I like her?! And what do you mean she feels the same way?"

"Oh Gajeel...you really are dense."

"Why you little—"

"Okay guys, we're here!" Levy announced, spinning around to beam at the two. Gajeel straightened up immediately, coughing into his hand and pretending like nothing happened. Lily shook his head, one paw massaging his temple.

"R-right. Get your stuff and let's go, I wanna get home already." Gajeel said, following Levy inside.

"Oh, be patient Gajeel. I have a lot of stuff to get. Just make yourselves at home, okay?" She said, opening her door and stepping in. The scent of books instantly hit Gajeel's nose, but something fruity and enticing was beneath it. It smelled like strawberries...and vanilla. Or maybe honey and orange? No..lavender and...and...melon? There were too many scents to keep track of! Gajeel felt his head start to hurt, but at the same time he wanted more. Everything just smelled so...good.

"Alright, let's see, I'll need these books, and those, oh! And those!" Levy was on a rampage, digging through books, throwing the ones she wanted on her bed.

"What about clothes, shrimp?" Gajeel said, sweat dropping as the large pile of books leaned to the left ominously.

"Clothes? Oh, clothes! I'll need this, and this, and those, oh and these for sure!" She squealed, throwing clothes on top of the book pile. The pile slowly shifted to the left, stopping just as Levy finished gathering her things. Gajeel was debating on running, since if that pile fell he would get crushed. He decided to stay put since she was done. Or so he thought. Levy suddenly turned bright red and yanked something out of her closet, tossing it into the pile as subtly as she could. Everything came tumbling down, burying Gajeel in the process. Levy gasped and began digging him out with some help from Lily. While they did that, Gajeel was frozen, his nose pressed firmly into her sheets. It smelled just like Levy, and it was driving Gajeel insane. His heart was pounding in his chest, and he found himself inhaling deeply, savoring the smell. When he saw a little bit of light peek through, he forced himself off the mattress, causing the remaining books to hit the floor.

"Gajeel, are you—" Levy began to ask, when she suddenly broke off, looking mortified yet amused at the same time. Gajeel noticed her gaping at him, and became aware of something on his head. He slowly reached up, surprised at how soft the fabric was, and pulled it off of his head. What he saw made his face turn a brilliant shade of red.

"U-Uh..." Was all he could say, staring wide eyed at the silky light blue panties in his hand, his eyes scanning over all of the lace. Levy quickly yanked them out of his grasp, blushing furiously. Gajeel looked at her, and then at the underwear, and then back at her. He immediately pictured her wearing them and turned even redder, clutching his now bleeding nose. Pantherlily was rolling on the floor laughing, and Levy soon joined him, much to Gajeel's dismay.

"O-oh...s-sorry Gajeel! It's just, your face! You even got a nosebleed!" Levy giggled, wiping her eye.

"Shut up! It's not funny, damn it!" Gajeel yelled, wiping his nose.

"It's pretty funny, Gajeel." Lily said, composing himself.

"Can we just go home already?!" Gajeel asked, feeling unbelievably flustered.

"Alright alright, let's get this stuff packed and we'll go." Levy said, rummaging through her closet for some luggage.

"Oh, and don't worry, I'll make sure to keep my clothes away from you." She added, causing Lily to burst out laughing again. Gajeel felt his eye twitch.

* * *

After torturing Gajeel some more, Levy had finally gotten everything packed and the trio returned to Gajeel's house. It had gotten pretty late, so Levy decided to make dinner while Gajeel showered. Looking through the fridge, she found Gajeel didn't really have any food. There was a good amount of kiwi for Lily, some water, and random pieces of iron. Looking through the cabinets, she found old crackers, peanut butter, a box of rice, and a bowl of ramen.

"Well...ramen sounds good...I guess..." Levy said, sweat dropping. She made a plate of kiwi for Lily, microwaved her ramen, and a pile of iron for Gajeel. She would have to go grocery shopping sometime. Gajeel suddenly came out of the bathroom, dressed in sweatpants and a plain black shirt. He noticed the food and immediately started inhaling it, making Levy sweat drop again while slurping her noodles. After the three finished eating, they brushed their teeth and crawled into bed. Levy was oddly comfortable with it, even though it had freaked her out before. Gajeel had a really nice bed, and also made a good heater. Lily was just a good cuddle buddy, like a stuffed animal. But something felt off this time. Gajeel was tense and obviously flustered, but Levy didn't know why. She noticed how he made sure to stay on the opposite side of the bed, nearly falling off the edge in the process. Lily also noticed, but he knew exactly why Gajeel was acting strange.

_Hopefully he'll think about what I said. I know he likes her, but I don't think he knows it yet. As for Levy...I'm not sure if she knows. She acts like she likes him, but she might not notice it. Hmm...maybe they just need a little...push? But how? This is going to require a lot of planning.._

While Lily thought of ways to hook the two up, Gajeel was going insane.

_That cold shower didn't do shit! Stupid Lily, getting ideas in my head. But those underwear...gah! Stop thinking about it! Damn it, it's hot in here! I wonder if she has more...different colors maybe? More revealing ones...yeah...with some matching bras...GAH! Why does this keep happening?! Fuck, I need another shower._

And while Gajeel had his little meltdown, Levy was lost in her own thoughts, blissfully unaware of Gajeel's inner turmoil.

_I wonder what's going to happen with Jose. I don't want that creep anywhere near me! But Gajeel will protect me, I know he will. It was so sweet of him to ask for help, I was surprised. He must really be worried about me. Oh Gajeel...why are you so far away? It's cold in here!_

Levy shivered, which didn't go unnoticed by Gajeel or Lily. She pulled the blanket closer, trying to get some kind of warmth, but usually Gajeel was her heat source. She didn't want to ask him to get closer, since that sounded weird and made her look needy. Gajeel knew she wanted it though, which was a problem for him. He wasn't sure he could control himself being so close to her. Lily however saw this as a perfect opportunity to give them that little push.

"Gajeel, it's cold in here." The cat said, noticing how Gajeel glared at him. He only smirked back.

"So? Get a blanket." The man responded, inching closer to the edge.

"We have a blanket. If you get any closer to the edge you're going to fall. Quit being weird and get over here."

"I'm not being weird!" Gajeel bristled, rolling over to face the cat fully. He instantly regretted it, since he could now see Levy shaking and hugging the blanket.

"Then get over here, idiot." The cat said, rolling his eyes as Gajeel moved a grand total of an inch. "More, Gajeel. Don't be such a child."

"I'm not being a child! You're being a child! Needing me to be a heater, che!"

"So you're calling Levy a child too? She's the one who needs you."

"W-what? No! Ugh, fine!" Gajeel groaned, moving all the way over until his chest touched Levy's back. A wave of heat instantly spread through him, pooling in his lower stomach.

"Thank you Gajeel." Levy said, sighing happily.

"Yeah..sure..no problem." Gajeel said, wincing as she snuggled into him, her back rubbing against his groin. Lily held back a laugh, noticing his friends discomfort. He could leave and give the two their privacy, but this was just too entertaining. He watched as Gajeel oh so subtly inhaled her scent, biting his lower lip. Levy remained oblivious, smiling as she dozed off. Gajeel's hand went to touch her arm, and he quickly pulled it back, shaking his head. He needed to get a grip. But with Levy's small body pressed so firmly against his, fitting almost like a puzzle piece, it was hard.

And it got a lot harder when Levy turned around and snuggled into his chest.

Gajeel froze, his eyes going wide. Lily watched with curious eyes, waiting to see what Gajeel would do. The man looked at him, silently asking for help, and Lily made a gesture with his hands, telling Gajeel to wrap his arms around her. He slowly did, letting out a breath when she didn't wake up. She nuzzled his chest, dreaming about who knows what, making Gajeel grind his teeth. His mind flooded with images of him holding her tight, his fingers trailing up and down her sides. He pictured her looking up at him with those big, hazel eyes and a cute blush going across her cheeks and nose, leaning in closer until their lips met. He imagined her climbing on top of him, her little body feeling like a feather. She would trail her hands over his chest, down his stomach, up his arms and then cup his face. Their lips would meet again and again, and she would shyly pull her shirt off, telling him to do the same.

Gajeel gulped.

Not only was this getting way too weird, but now he had a growing _issue_ in his pants. To make matters worse, Levy seemed to be having some kind of dream where she moved a lot, because she kept squirming around and rubbing against his groin, making Gajeel wince every time. He glared at Pantherlily who was quietly laughing, knowing exactly what was going on. The room was incredibly hot now, Gajeel was surprised Levy hadn't woken up. It did seem to be affecting her though, since she kept squirming and making little noises. There was also a light sheen of sweat covering her body too. Gajeel took note of the light blush on her face, images of his earlier fantasies coming back. He then wondered just what kind if dream she was having.

_She couldn't be...could she? No, I'm just being a pervert. I need to pull it together. If she would just stop squirming!_

Lily suddenly stood up, waving his paw at Gajeel and smirking mischievously. He then hopped off of the bed and exited the room, closing the door behind him. Gajeel felt extremely nervous now. Why would Lily suddenly leave? And just what was he supposed to do now?

_I'm...alone with her...while I'm fucking turned on?! What is that cat trying to do?! I can't...I can't do anything with her! Fuck, as long as she stays asleep, I'll be fine. She's probably just having a nightmare or something._

Levy squirmed again, nuzzling his chest and panting lightly. Gajeel blushed, his arms tightening around her. For some reason, she reacted to it and made a little mewling sound, so quiet Gajeel almost didn't hear it. His heart was pounding so fast he wondered how she didn't hear it and wake up.

"What the heck are you dreaming about, shrimp?" He whispered, trying to keep himself in check.

Then, the unthinkable happened.

Levy made one little sound, and without hearing like Gajeel's, you wouldn't have heard it. It took him a minute to realize what she said, but when he did, he lost any control he had left.

"Gajeel..."

She had said his name, more like moaned it, and you could almost hear something snap within him. Using one hand, he rolled her onto her back, thanking god for making her a deep sleeper. He buried his nose in the crook of her neck, inhaling deeply and shuddering. He ran his hand up and down her arm, watching as she got goosebumps. She moaned a little louder, squirming around more. Whatever dream she was having must involve Gajeel touching her, since her body reacted so well to it. Curiously, Gajeel lifted up her shirt to expose her stomach, leaning down to nuzzle the soft skin. With his sensitive nose, he could smell her arousal, the scent making him see stars for a second.

_So I was right...but that means...she's having dreams about me. Christ...Lily may have been right._

His hands ran up and down her legs, and he watched how she reacted when they inched closer to her upper thighs. He also leaned forward, nuzzling one of her small breasts, but not exposing them yet. He would feel too much like a creeper if he saw anything important while she was sleeping.

_Hell, it's bad enough I'm doing this. But...I can't bring myself to stop._

Levy had a strong reaction to him touching her chest, and moaned his name louder this time, sending a pleasant shiver down his spine. His hand ran over the clothed area between her legs, sliding all the way up to her chest and over one small globe, rubbing against a hard nub. This made her gasp and arch her back, and Gajeel became aware of the painfully hard bulge in his pants.

_I should stop...before this goes any farther.._

He regretfully moved away, just in time for Levy to wake up. Her eyes shot open, still hazy with lust, and looked right at Gajeel. She was surprised to see him watching her so intently and blushed, wondering if he knew what she had dreamt of. She didn't know why she had that dream, but at some point it all felt so real.

"G-Gajeel..." She said, voice just above a whisper. Hearing her say his name like that, after everything he just did, made his mind fuzzy. They were still so close, and if he leaned in, he could probably kiss her.

_But I couldn't...not after that...I'd freak her out..._

"Levy.." He said, and despite his thoughts, started leaning in. Levy didn't seem to mind though. After the dream she just had, she didn't mind much of anything, as long as it involved Gajeel. She parted her lips slightly, gazing into Gajeel's stunning red eyes which were swimming with emotions, the main one being lust.

"You didn't...I mean I didn't...when I was sleeping, did I..?" Levy tried asking, her brain too muddled to form a proper sentence. Gajeel looked at her with hungry eyes and merely nodded, their lips an inch apart. Levy blushed deeply and gulped, glancing away for a moment. Gajeel cupped her chin gently, making her look at him.

"I didn't mind..." He said in a husky voice, hoping she didn't take it in a bad way. Her eyes widened, but then she smirked, making Gajeel feel relieved.

"Gajeel Redfox, I never would've pegged you as a pervert." She said, arching her back as his hand ran up her side.

"I could say the same about you, shorty." He replied without missing a beat, his hand making it's way to her head and entangling itself in her sky blue hair. Levy looked away again, only to look back when his lips started getting closer.

"Like I said, I don't mind..." He trailed off as their lips met, feeling a warm, electric jolt shoot through his body. They broke off for a second, only to come back with more passion. Gajeel swiped his tongue over her bottom lip, nearly groaning as she granted him entrance. Their tongues slid against each other, dancing slowly together in an enticing manner. Levy's small hands ran up his chest, and Gajeel was suddenly reminded of his fantasies from earlier. This only motivated him to go furthur, so with a burst of courage he flipped her on top of him, never breaking their connected lips. Levy gasped as she felt his hardness between her legs, making Gajeel blush.

_Oh yeah...I forgot about that..._

"Gajeel..?" She asked, looking at him shyly. Gajeel wanted to slap himself for being so forgetful.

"You...were moving a lot...and you were so close...and the noises you made...sorry.." He managed to say, looking away.

"I don't mind." She said, smirking evilly and returning to Gajeel's mouth. Gajeel had to chuckle at that, finding that he liked this side of Levy. She started moving up and down, slowly grinding on his clothed erection. She kept her pace even and tantalizingly slow, making Gajeel bite his lower lip to keep himself in check. His hands made their way to her hips, and then returned to her chest, remembering how she reacted earlier. Sure enough, her pace quickened ever so slightly and her breathing picked up. He applied some pressure and squeezed them, loving the sounds she made, and then rubbed them with his palms. Levy sat up straight, breaking their kiss to look at him with heated eyes.

Gajeel couldn't hold back a groan as her tiny hand reached down and palmed the tip of his length, the other hand sliding underneath his shirt to touch his abs. In turn, Gajeel decided to go under her shirt as well, teasing the nubs that had grown erect. Levy moaned, a sound that made Gajeel lose his mind. He examined her flushed face, her hazy eyes, her pink lips opened slightly to let out her erratic breathing. She looked beautiful.

_Am I really going to do this? Christ, she just woke up! But she seems okay with it. Really okay with it, actually. Maybe Lily was right. I think she likes me...but do I like her? Well, that's a dumb question, I've got my hands in her shirt and a fucking boner, I think it's safe to say I like her. In fact...I think I've liked her for a while...it might even be love. Still...should we be doing this?_

"Gajeel..."

_If she keeps saying my name like that, I'm gonna fucking snap._

"Gajeel.."

_Ahh...this feels amazing..._

"Gajeel!"

_Yeah, scream my name—_

"GAJEEL!"

"WHAT?!" Gajeel jolted up, confused at the sudden loudness of her voice. While his heart nearly jumped out of his throat, he looked around the room blearily, suddenly realizing that Levy wasn't there. And there was light shining into his room. And Lily was giving him a very amused look.

And...yep, he still had a boner.

"What the—where'd she—what time is it?!" He asked frantically, looking around for Levy.

"It's nearly eleven in the morning, and she's in the kitchen." Lily explained, pretending like he couldn't see the odd lump under the sheets. Gajeel seemed oblivious to that fact.

"Wait...you mean I was...it was all just a...?"

"Dream? Yes. You clocked out as soon as you got close to Levy. I'm guessing you slept well, yes? Must have been quite the dream for you to keep mumbling things." Pantherlily said, openly laughing at Gajeel's mortified face.

"Mumbling things?! Like what?!" Gajeel yelled, his face growing redder by the minute.

"Oh, you know, just the normal things. Levy's name, unintelligible words. The usual. You're lucky she's a deep sleeper. I don't think she saw you're...issue." Lily said, glancing at the sheets. Gajeel jumped as he became aware, quickly pulling more blankets over himself to hide it.

"PANTHERLILY!" Gajeel yelled, screaming curses as the cat ran away, laughing hysterically.

"AS SOON AS THIS THING GOES AWAY, YOU'RE DEAD!"

**Ahh, I'm evil, just evil. Let's see, I started this on Saturday, now it's Monday. I'll probably post it tomorrow, since I'm lazy right now. And don't worry, the next lemon will be for real XD I wasn't going to do this, but this chapter was just getting crazy long, and I didn't know what else to do. Besides, going straight from rescuing Levy and Gajeel being happy to Levy waking up to lemonyness? Yeah, that doesn't make too much sense. Not that Gajeel suddenly having a dirty dream does either, but still. I'm just so ready for romance I had to rush! Anyways, I'm super happy with the amount of feedback for this story, so keep it coming guys!**


	7. Chapter 7

***Dodges rocks being thrown* I know! It's been too long, I'm sorry! My brains just been refusing to work recently, and I've been working on another story. Plus I kinda wrote a Gratsu oneshot in the meantime...Ah D: So much to do, so little time! Like today for instance, I have to be at work in three hours. This chapter will most likely not be finished by then. So when will it get finished? Nobody knows! But I will at least start it. Right now!**

**Disclaimer: I don't own Fairy Tail or characters.**

That morning had been an awkward one for Gajeel. He couldn't help but stare at Levy, his eyes scanning over every single inch of her body. Last nights dream kept replaying in his mind, slowly driving him insane. Pantherlily of course watched with amusement. The day didn't get much better, as Levy suggested they go grocery shopping. Gajeel hated going to the store for food, since he didn't even eat anything besides iron. The only time he ever went was for kiwi, but even then Lily usually did all the work. But Levy had other plans. While she picked out foods that she liked, Gajeel oh-so-kindly pushed the cart while Lily sat on his shoulder, enjoying the ride. They had ran into Natsu and Lucy, who also had Happy with them. Happy then informed Lily of the little get together he was having with Carla tonight and asked if he would like to come, to which the black Exceed replied 'sure, why not?'

And that is how Gajeel ended up watching Levy cook dinner, his mind miles away, drooling over how amazing the room smelled. And it wasn't because of the food. They had the house to themselves, which caused Gajeel's brain to have a meltdown, a barrage of fantasies invading his mind all at once. He had gone to the bathroom twice now to...er...relieve some stress from his over heated body, but alas, it did no good. Levy was just too beautiful.

"I wonder what Lily's doing?" Levy said, making Gajeel jump slightly. The bluenette was completely oblivious to Gajeel's hungry gaze, just like she was oblivious to the drool sliding down his chin and the rock hard lump between his legs. He was sitting at the table, so it was hidden well, but still. Gajeel almost wished she would notice.

_What would she do? Realistically, probably blush and sputter nonsense, and then go in another room for a long time. But in my world? Hmm..._

While Gajeel got lost in another fantasy, Levy ate happily, glad she went shopping. Gajeel hadn't touched his iron, a fact she had barely noticed. He had a far off look in his eyes, staring at some spot on the wall. He looked cute like that, Levy thought. But she wondered what he was thinking. Very rarely did Gajeel actually get lost in thought— That was more Levy's thing— So whenever he did she assumed it was something important. She stifled a laugh as his eyebrows furrowed and his bit his knuckle, wondering what the hell he was thinking.

"Gajeel, you should really eat something." She said, giggling as he jumped and looked at her with wide eyes.

"Uh...yeah...right." He muttered, popping a chunk of iron into his mouth.

"I think I'm going to take a bath, if that's alright." She said, placing her dishes in the sink. Gajeel took a moment to process what she said and promptly coughed up a piece of his iron.

"I-I'll stay by the door." He said, and then turned beat red when he realized what had just come out of his mouth. "I-I mean, to make sure nothing happens! Jose is still after you, of course!"

"I know, silly. That's fine." She giggled, walking down the hall and into the bathroom. Gajeel followed, making sure the little window was locked and the curtains were closed. He watched as Levy turned on the water, his eyes glazing over as she slipped out of her shoes.

"W-well, I'll be right outside, shrimp." He said, quickly walking to the door.

"Oh, you want to wait outside of the door?" Her voice made him stop dead in his tracks.

"Well...yeah...I mean, I can't just watch you take a bath. You need..._privacy_." He nearly choked on the word. At that moment, he was glad he wasn't facing her, since his face was probably fifty shades darker than Natsu's hair.

"There's a shower curtain, silly! Besides, what if Jose were to sneak through the window and knock me out before I could scream?"

_She's sure got a wild imagination...or maybe she just wants me to stay? Maybe...she knows what she's doing to me! No...that's not like her. She's not trying to do stuff with me, she's just..._

"You're scared, aren't you?" He asked knowingly, and could almost feel her blushing.

"N-no! It's just...that could really happen! Don't you want to protect me, Gajeel?" She asked, knowing he couldn't say no to that.

"Gihi, alright shrimp. I'll stay in here and protect you." Gajeel said, knowing full well that she was indeed scared. But she had a right to be, he supposed. Walking into the bathroom, he closed and locked the door, suddenly realizing how small his bathroom was.

"Thank you, Gajeel." Levy sighed happily, already feeling safer with Gajeel being there.

"I'll...uh...just turn around so you can...yeah." Gajeel said, turning to face the door. Levy blushed and slipped out of her dress, unhooking her bra and stepping out of her underwear. Gajeel could hear the fabric drop to the floor, finding it nearly impossible to not turn around. He heard her step into the water and slide the curtain shut, before sitting down and turning the water off.

"Okay, you can turn around now." She said, her voice echoing slightly off the walls. Gajeel gulped and went to sit on the closed toilet lid, wringing his hands together. He stared at the pile of clothes on the floor, and blinked.

Once.

Twice.

"Gh!" He choked, a hand shooting up to cover his bleeding nose. He couldn't tear his eyes away from the small, silky, lacy red and black underwear and bra laying right in front of him.

"Gajeel? Are you alright?" Levy asked, her voice sounding concerned.

"F-fine! Everything's fine!" Gajeel replied, trying to keep his voice from shaking. His voice sounded slightly nasal since he was pinching his nose. He suddenly got a ridiculously stupid idea that was hard to resist.

_She's not looking...I could totally touch them right now...and smell them...gah! What am I thinking?! That's something a perverted creeper would do! I'll just...move them a little..._

Gajeel carefully reached down and moved Levy's dress so it was covering the articles of clothing, taking longer than he should to feel how soft the fabric was. His nose had stopped bleeding, much to his relief, but he soon found that he had another problem. A much larger problem. A much larger, _harder_ problem.

_Shit! Why now? Why?! I can't do that while she's right there! But if I don't...the temptation to jump her would be too high...damnit! She won't look, right? Why would she? Then she would risk me seeing something, and I know she's not like that. And as long as I stay quiet...oh, what the hell..._

Slowly and quietly, Gajeel unzipped his pants, letting his straining erection free of it's tight confines. The cold air on his heated flesh almost made him hiss, but he bit his lip and began stroking himself, resisting the urge to groan. Somehow, with Levy being so close and the situation being so risky, it turned him on more. He ran his thumb over the tip, smearing a pearl of precum before returning to pumping the shaft at a faster pace.

While he did this, Levy was busy washing her hair, sighing as the warm water caressed her body. She knew it was highly inappropriate for Gajeel to be in here, but she really was scared! And besides...it wasn't such a bad thing. Gajeel was such a gentlemen, making sure he didn't see anything. He even seemed nervous. Levy thought it was sweet.

"Say, Gajeel, when this whole Jose thing is over do you want to go on a mission? My rent is due pretty soon and I don't have the money." She said, making light conversation.

"U-uh, s-sure." Gajeel said, sounding slightly breathless.

"Great! I would ask Jet and Droy, but...well...it's so much easier with you and Lily."

"Y-yeah..."

"And hey, maybe sometime just me and you could go on a mission?" She asked, her voice hopeful.

"A-anytime!" Gajeel replied, his voice just a pitch higher than usual. Levy figured he was just excited to go on a mission.

"Awesome! Thanks Gajeel!"

"N-no problem!" Gajeel gritted his teeth, feeling the end approaching at a fast pace. It only took a few more strokes for him to release hot streams of seed over his hand, some even landing on the floor. On cue, Levy started draining the tub, and he heard water slosh around as she stood up. He quickly tucked his softening cock back in his boxers and zipped up his pants.

"Well, I'm done now. Can you turn around again?" She asked, and Gajeel hastily walked to the door and stared at it with such intensity it could burn a hole through it. He heard the shower curtain open and grew tense, as if she somehow knew what he did.

"Ah, that felt good. Oh, I forgot my— eep!" She squeaked, slipping on something wet on the floor. Gajeel didn't even think before turning around to catch her. They fell to the floor, her on top of him, and both began to turn dark red. Gajeel's hands were on her ribs, right under her chest, while Levy's legs were spread apart and on either side of his hips, their nether regions pressed together.

"G-G-GAJEEL!" Levy screamed, quickly grabbing a towel and wrapping it around herself.

"I...erm...uh..." Gajeel was speechless. He had seen nearly everything, hell his hands almost grabbed her boobs! "Ack!" He once again grabbed his nose as blood gushed out. Levy quickly stood up, making sure to cover herself, and quickly rushed out of the room. After regaining his senses, Gajeel quickly followed, needing to apologize to the girl.

"Levy? Oi, squirt! Let me in, will ya?" Gajeel said, knocking on his now locked bedroom door.

"No!" Was his muffled reply. With a patient sigh, he knocked again.

"Come on, shrimp, I didn't mean for that to happen. It was an accident!"

"I know it was! It's just...I don't like people to see my body..."

"Well, that's a good thing. You shouldn't go around showcasing it like some kind of whore."

"No, it's not that! Well, I don't like doing that either, but...I'm just...not happy with my body, is all."

"Wait...what?!" Gajeel asked, shock evident on his face. "How can you not like your body?! There's nothing wrong with it!"

"There is too! You just...don't get it."

"No, I really don't. Your body is perfect, shrimp, that much I do know."

"You're just saying that because you saw me naked and you're a guy!" She yelled, face going red again.

"You're right, I am a guy, but I didn't have to see you naked to know your body is beautiful. I've known that all along. Sure, seeing you naked just proved it, but...well...you know..." Gajeel trailed off as the door opened, revealing a blushing yet curious looking Levy.

"You...think I'm beautiful?" She asked, her big hazel eyes staring straight into Gajeel's soul. He couldn't lie to her.

"Absolutely. Not just your body, but your face too. And your personality. Just...everything. You're beautiful, Levy." He said, looking away as a blush spread across his face.

"Thank you...Gajeel..." She said quietly, also blushing. "I'm also sorry...for slipping...I must have spilled some water on the floor without knowing and then stepped in it. Strangest thing though, it was kind of sticky." This made Gajeel blush for a whole different reason.

"Uh...yeah...water. Right. What's important now is that you're okay." He said, sighing in relief as Levy smiled cheekily at him.

"Yep! I'm pretty tired though. How about we wash up and go to bed?"

"Sure...sounds good."

* * *

Last nights events seemed to be repeating themselves as Levy snuggled against Gajeel, who was grinding his teeth at this point. He had earlier decided to say 'fuck it, I'm wearing boxers and a muscle shirt to bed' and was now regretting it. And apparently, Levy had also said 'fuck it' and was wearing shorts that were way too short in Gajeel's mind and a little spaghetti strap shirt. Taking a closer look, he noticed the lack of a bra. Not that she should wear a bra to bed, but...well...that shirt seemed too loose. If it fell down, which he just knew it would, he would get another perfect view of her chest. Not that he would mind...but there was already a glaringly obvious bulge in his shorts. The only reason Levy hadn't noticed is because she was facing away from him, and he was on his back. He was also currently staring at her Fairy Tail mark.

_I'm going insane. I'm fucking losing it. Why, why did I have to see her naked?! If I wanted to, I could have just touched her chest right then and there. Damnit...I need Lily to be here! He would remind me to just calm down and not do anything traumatizing to her! She obviously doesn't like me the way I like her. I mean sure, she went out of her way to help me, but that's just because she's nice. And sure, she blushes a lot around me and seems way too comfortable around me, but that's just because...well...that's how she is. She can't possibly like me, right?_

"Gajeel?" Levy suddenly asked, snapping Gajeel out of his thoughts.

"Huh?"

"I asked if you think Lily's staying the night with Happy and Carla?"

"Oh...right...well, it's not like him to come home at this time, so I'd say he's probably staying with them." Gajeel replied, wondering how the hell he didn't hear her ask.

_Oh, right, because I'm fucking losing it!_

"That's what I thought too. You seem distracted. Anything wrong?"

_Shit, she knows!_

"Nope. Perfectly fine."

"You're a terrible liar, Gajeel." Levy said, flipping over to face him. Gajeel was relieved to see the lump between his legs gone. For now, anyways.

"Um...I'm worried about...Jose?" Well, it wasn't a complete lie.

"I am too..." Levy said, her eyes looking out of the window, as if expecting Jose to be there. The thought made her shiver.

"Hey now, don't get all scared on me. He's not going to get you. I'm protecting you, remember?" Gajeel said, unconsciously wrapping an arm around her shoulders and holding her tighter.

"I know...but..."

"Hey," He said, tilting her head up to look her in the eyes, "I won't let anything happen to you. I'll guard you with my life, and if he so much as touches you, I'll kill him. You have my word on that."

"R-right..." Levy gulped, suddenly aware of how close their lips were, "I believe you. And I trust you with my life, Gajeel." She smiled slightly, eyes widening just a fraction as he did the same.

_I've never seen him smile like that...I wish he would do it more. It makes him look so...sexy._

Blushing at her thoughts, Levy rested her head on Gajeel's broad shoulder, the nearness of their lips being too much for her. Something was happening, and she wasn't sure what it was. It was frightening yet felt perfectly natural all at once and Levy wasn't sure what to do. So she decided to change the subject. Why dwell on Jose, right?

"Gajeel...when did you start smoking?" She asked, noticing how his body tensed ever so slightly.

"Ah..well...when I was younger I guess. Maybe...fourteen or so."

"So young?" She asked, shocked by his answer.

"Yeah...I just stumbled across it one day and thought I'd give it a try." He shrugged.

"Is it...good?" It was an innocent enough question, but Levy felt like an idiot for asking.

"Well...it's not good _for_ you, of course...but it's not so bad once you get use to it. It just kind of...burns. Why, are you thinking about trying it? I've got a pack somewhere around here..."

"N-no! I mean...I shouldn't..." Well, she was a curious person...but smoking? Her?

"Oh come on, one time won't kill you. Just try it."

"Are you peer pressuring me?" She asked, blushing as Gajeel laughed. She was being serious...

"I might be. Maybe I'm just curious to see little miss bookworm do something bad." He laughed more as she punched his chest.

"Stupid Gajeel! I'm not a bookworm!"

"Then prove it. Smoke with me. I know you're curious, shrimp." He grinned mischievously, getting up to find his cigarettes.

"Gajeel." Levy growled, gulping as he dug out the box and waved them in the air.

"You're in luck, I've got one left. We can share." He said, making Levy blush immediately.

"S-share?"

"Come over here. I don't want ashes in my bed." He said, lighting the cigarette a little too excitedly.

_It's been forever since I've smoked. And besides...now I get to see her do something bad. Gihi...this is awesome._

Levy hopped out of bed and went next to Gajeel, watching closely as he inhaled and then held it in, slowly exhaling seconds later. He made it look easy enough. And if she was seeing right, he even looked relaxed. Maybe this wouldn't be so bad?

"Here ya go, shrimp. Just take a little bit. Wouldn't want you to choke." He chuckled, watching as she pouted and carefully took the cigarette from his fingers. She stared at it for a moment, before slowly putting it up to her lips and sucking in a breath. Gajeel watched with amusement as her face scrunched up in disgust and she immediately began coughing, her cheeks turning pink. "Told ya to take a little." He laughed, patting her back.

"T-that was d-disgusting! H-how can you d-do that?!" She managed to ask, gasping for air. Her throat felt like it was on fire.

"Years of practice. I happen to find it relaxing." He shrugged.

"Ugh, I'm never doing that again!" She said after regaining her breath. Gajeel merely laughed, taking the cigarette out of her hands to take another hit.

"You looked pretty good like that, shorty. Nice to see you be a little bad sometimes." Gajeel said, not caring of what he said sounded a bit...suggestive. He didn't care much about anything right now.

"R-really?" She asked, face going red.

"Yeah. But then again, you always look good."

_I've been so nervous around her lately...but now I'm not...I don't know if that's a good thing or not._

"G-gajeel..." Levy blushed more, looking at the black haired man with wide eyes.

_I don't know what I'm about to do..._

"I think I know a way to make it taste better." He said, taking a deep inhale of the cigarette. Levy cocked her head to the side.

"R-really?" She managed to squeak out, eyes going wide as he nodded and leaned in.

_But I'm going to enjoy it..._

He cupped her chin in one hand, the other landing on her arm, and leaned down until their lips were a mere inch apart. He then paused, seeing if this was too much or scared her in any way. She didn't show any signs of moving away, so he did something he's been wanting to do since he first met her.

He kissed her.

**Don't kill me! I know, I ended this at the best part, but this chapter was getting crazy long. And yes, Gajeel just shotgunned Levy. Not how I initially planned their first kiss to be, but it happened. Gajeel just isn't the type of person to be all lovey dovey, so this seemed to fit. Not to say he won't be lovey dovey, but for now this is how it is. Hopefully I didn't disappoint anyone! And whether I did or didn't, review and tell me your thoughts!**

**Just as a side note, GRAY'S ALIVE! I was so scared when he died in the last chapter, but all is well now. Just had to throw that in here! XD**


	8. Chapter 8

**Oh my O.O it's been a month since I've updated! I'm a terrible person D: I've got no excuse, either. Procrastination is a disease. I'll make it up to you somehow! Now, due to a certain review, I feel compelled to throw this in here. Honestly, I meant to do this in the last chapter, but totally forgot. So when I got this review I couldn't help but smack myself for being so forgetful. You all recall the little kiss scene from the last chapter, yes? Which means you recall just how that kiss came about. Levy was feeling a bit daring and followed in Gajeel's bad footsteps, and smoked with him. Me, being my dumb self, forgot to say that smoking is bad and I don't recommend it to anyone.**

**DON'T LET GAJEEL PEER PRESSURE YOU!**

**The only reason I involved smoking in this story is because I think it fits Gajeel. But that doesn't mean smoking is cool or relaxing. DON'T DO IT.**

**Also, I realize the characters at this point are becoming OOC. I've never been good at keeping people in character, especially people like Gajeel. And Levy...well, she's just...Levy. I'll try to get back on track with the original story line soon, but for now, try to ignore the OOC-ness.**

**Hmm...that sums it up, I think. So let's get started now.**

**Disclaimer: I don't own Fairy Tail.**

Levy's mind was spinning from the kiss. She was so shocked, she didn't register the intense burning in her throat from the smoke Gajeel had given her. She merely looked up at him with wide eyes, little streams of smoke leaking out of her mouth. Gajeel's piercing red eyes bore into her own, his trademark smirk in place, making Levy's stomach do little flips. Realizing she should probably say something, she found her voice.

"G-gajeel...what was that?" She asked in a quiet voice. Gajeel's smirk grew wider.

"Eh? Come on, shrimp, you know what that was. You're smart, remember?" He said, laughing as Levy blushed.

"I know what a kiss is! What I _meant_, was why did you kiss me?" She asked. Now it was Gajeel's turn to blush.

"W-well...you know...I..isn't it obvious? Don't make me say this kind of stuff! I'm not good with words..." He grumbled, rubbing the back of his neck nervously.

"You mean...you like me?" She asked, having a hard time believing it.

_But then again, he did say I was beautiful...and he is nice to me, most of the time. Besides Lily and Juvia, I'm the only one he really talks to. And all of those times he saved me...I guess it does make sense. How did I not see it sooner?_

"W-well...I...erm...yes." He mumbled. The air was promptly knocked out of him as Levy tackled him, hugging him tight.

"I like you too, Gajeel." She said, squeezing him harder.

"R-Really? I mean...why?" He managed to ask, even though he couldn't breathe.

_Who knew the shrimp was so strong?_

"Why? Because...you're really nice, a-and funny, and...attractive." She said, blushing intensely.

"You think I'm nice? And attractive?! But...what about all of the times I was mean to you? And...I mean, I know you forgive me for that time...but how can you say I'm nice, knowing what I've done?" He asked, letting her lead him to the bed and sit down.

"Gajeel, I don't care who you were in the past. All that matters now is who you've become. And the person you've become, is someone who I really like...a lot." She said, smiling up at him. Gajeel couldn't believe his ears. Hell, he couldn't even speak. So Levy decided to just return the earlier gesture he had given her and kiss him, blushing all the while.

"Don't start thinking about the past," She said, noticing how tense he was. His red eyes looked at her, and for a moment she was lost in them. His eyes truly were beautiful, and swimming with so much emotion too. Somehow, Levy just knew what he was thinking, even though he hadn't said anything. "You're better now, remember?"

"Yeah...but I still think about it sometimes. And it's still not over. Jose wants to capture you to get me back, just like he did with my mom. I just...don't want it to end like it did with her...I can't lose you." He said, looking into her big hazel eyes.

"And you won't. He won't get me, Gajeel. I know you won't let him, plus we've got all of Fairy Tail backing us up. So don't worry, okay?" She smiled at him again, and Gajeel just couldn't say no to that. He couldn't tell her that he'll always think about his past, and that he'll always worry. So he decided to just drop it for now and hug Levy, laying down on the bed.

"Let's just go to sleep." He said, kissing the top of her head. Levy blushed and nodded, snuggling into his chest like always.

* * *

The next day, they had decided to go to the guild, since there wasn't much to do. Lily still hadn't returned, oddly enough. It wasn't like him to stay out this long.

_Maybe he got with Carla? Nah..where would he find the time, with Happy being there? Still, that would be funny._

Gajeel smirked at the thought as they entered the loud building, spotting Pantherlily almost immediately. He was sitting with Wendy and Carla playing some game. Happy had gone off to eat fish with Natsu and Lucy. The guild suddenly became quiet, which made Gajeel frown and Levy go tense. He felt an odd squeezing sensation in his hand and belatedly remembered that he and Levy had been holding hands the entire time. He also realized this may seem odd to everyone else, hence the staring.

"What? Never seen a fucking couple before?" He growled, effectively making everyone look away. Well, almost everyone. Lucy was all over Levy within a second, spewing out congratulations. Gajeel didn't care much for it. He was too focused on Jet and Droy's angry glares as the two approached him.

"Levy, you can't be serious." Jet started, cutting Lucy off. Levy's previous smile disappeared immediately.

"What do you mean? Why wouldn't I be serious?" She asked, not fully understanding why they seemed so angry. Sure, they liked her, and this probably broke their hearts. But shouldn't seeing Levy happy, make them happy as well? Weren't they her friends, her teammates?

"After all this time, you're just going to go with _him_? The guy who nearly killed you?" He said, sending a glare up at Gajeel, who merely sneered in response.

"He's changed, and I think it's my own decision who I date. He's not the person everyone thinks, alright? Stop being so angry." She said, not really showing how mad she was right now.

"Stop being so angry? Really? How can I not be angry?! You're throwing your life away for some asshole who doesn't give a shit about anyone, especially you! Are you really this stupid, Levy?!" Jet was yelling now, gaining the attention of the guild.

"Oi, you better shut your loud fucking mouth, before I do it myself. You don't know shit, so shut the hell up." Gajeel growled, making the oddly silent Droy jump. The large man seemed to be uncomfortable, like he wanted nothing to do with this. He even kept sending Levy apologetic looks.

"I know enough! Like that it's_ your_ fault Jose is after her, just like it was _your_ fault she couldn't sleep at night after you hurt her! You don't deserve her, you heartless monster!" Jet had the nerve to shove Gajeel, and nearly got punched in the face in return. But Levy had jumped in between them.

"That's enough! It's not his fault, and I forgave him a long time ago for that! Don't you dare call him heartless, or a monster! He's our nakama, part of our guild! And he's helped us plenty of times! You have no right to do this, Jet. I won't stand here and let it happen. Not to...my boyfriend." She finished with a slight blush, making Jet sneer and Gajeel's heart flutter. Hearing her say the word 'boyfriend' for the first time was so refreshing.

"Che, you really are dumb, Levy. I'll never accept him as one of us, no matter what he does! Deep down, he'll always be the person he was in Phantom Lord. I thought you were smart enough to realize this. I'm done with you, Levy. Consider our team broken apart, and our friendship over. I thought...I thought you were better than this." He finished, looking at Levy with disappointed eyes.

"And I thought _you_ were better than _this_, both of you." She said, before running out of the guild in tears. The racer shook his head and sent another glare at Gajeel before walking away, Droy reluctantly following. Gajeel wanted to go after them and beat them senseless, but he had to find Levy. She couldn't be out alone, not while Jose is after her. So he quickly followed her, tracking her scent since she was already too far gone to see. Pantherlily followed, feeling suddenly nervous. The trail led to Gajeel's house, where the front door was still open.

"No.." Gajeel growled when he smelled another person in his home besides Levy. Running faster, he burst into the living room, stopping dead in his tracks at what he saw. Some Phantom Lord member had Levy by the throat, a knife digging into her skin.

"Let her go!" He yelled. Lily quickly flew away, knowing what his job was. The guild needed to be notified.

"Take another step and she dies. Master Jose has been waiting for the moment you let her out of your sight, and has given me instructions to bring her back to the headquarters. You will not interfere with my orders." The man said, backing up until he reached a window in the kitchen. With his fist, the window shattered and he quickly hopped out, taking Levy with. Gajeel followed only to find them both gone. The scent of Jose's magic was fresh, though, making Gajeel see red. Without a second thought, he sprinted to the headquarters, just as he had done the last time Levy had been captured. Only this time, he knew the guild was coming too.

"If he touches her...just once...I'll kill him." The iron dragon slayer growled, images of a battered Levy coming to mind. This only made him run faster.

"Gajeel!" Lily yelled from above, swooping down to pick up his partner.

"He took her, that bastard has her! We have to hurry!" He said, causing Pantherlily to fly faster.

"Don't worry. We're almost there, and the rest are on their way. Just focus on getting Levy out and leave the rest to the guild." The Exceed said as the headquarters came into view.

"I don't think so. I've got a score to settle with this prick, and I'm not leaving until he's dead."

"Gajeel, Levy's safety is more important."

"I know that. And she won't be safe until he's gone forever. You really think he'll drop it after this? Now that he knows where I am and how to get me, he'll never stop until I join him. He has to die." Gajeel said as they flew into the top floor, immediately running to the prison cells. Levy was in one of them, the very one she was in before, and was unconscious.

"Somethings wrong." Pantherlily said, growing into his full size. They had gotten in here too easily.

"He's in here. He's just waiting for us to try getting her out. Isn't that right, Jose?" Gajeel asked, not surprised when Jose appeared out of nowhere, grinning evilly.

"Ah, how smart." The odd looking man said, eyes traveling over Gajeel's form.

"Let her go, Jose. It's time you gave up." Gajeel said, arm transforming into a sword.

"Why would I give up?" He asked with feigned confusion, "And I certainly won't let her go. Not when you're right here."

"What the hell do you want? I'm here, ain't I? What now?" Gajeel asked, becoming more angry than before. Downstairs, the sound of his guild yelling could be heard, but he paid no attention to it.

"She will stay here, and you'll erase that disgraceful mark from your arm. It's time you return to where you belong, Gajeel." Jose said, dodging expertly when Gajeel lunged at him.

"I don't belong here." He growled. He noticed Lily shrink down and squeeze through the bars, probably to check on Levy.

"You really think you belong in their guild? A monster like you? Those fairies are angels compared to you. The sooner you realize this, the sooner you'll know your place."

"Don't listen to him, Gajeel!" Levy's voice silenced the man, making Gajeel look at her. "You're not a monster, and you do belong with us!"

"Che...I know, shrimp. Don't even think for a second that I'm listening to this freak." Gajeel said, his other hand transforming into a chainsaw and swiping at Jose. Levy smiled, watching as Jose leaped back to create some space. He didn't look happy.

"You really have gotten stupid, Gajeel. You don't seem to realize that I will win, because I have the upper hand. If you keep testing me like this, I'll just have to prove it to you." Jose said, sneering as Gajeel laughed.

"If you do anything to her, I'll kill you and you know it. And that's something I will prove to you. So what are you gonna do, Jose? Make a move."

"Gajeel, maybe you shouldn't be so cocky? Levy's life is in danger!" Lily said from the cell, growing back into full size to protect Levy.

"I'm aware. And I'm not being cocky. I came here to kill him and that's what I'm gonna do. He's not gonna touch Levy." Gajeel said, lunging at Jose once again. Jose blocked every hit and swipe Gajeel sent him, looking contemplative.

"You think you can kill me? You think I won't touch her if I have to? Gajeel...when did you become so arrogant?" Jose asked, his fist connecting with Gajeel's jaw. Levy gasped as he stumbled back and then screamed when Jose suddenly appeared right behind her.

"Levy!" Lily yelled, prepared to attack Jose. Before he could even turn around Jose had knocked him out.

"Don't you dare! Don't fucking touch her!" Gajeel roared, sprinting over to the cell and attacking it with his chainsaw arm, making sparks fly.

"Join me, Gajeel, or she dies."

"I'll never join you! I'm part of Fairy Tail, I'll never go back to you!"

"Then you'll watch as I kill her, just like I killed that wretched mother of yours." Jose said with a grin, one hand coming up to grip Levy's neck.

"G-Gajeel!" She screamed, gasping as it became hard to breathe.

"LEVY!" Gajeel screamed, his skin turning to iron. The bars broke almost instantly, making Jose's eyes widen.

Levy blacked out before anything else could happen.

* * *

When she woke, she wasn't happy to see the same room she had passed out in. The smell of blood was thick, and it was oddly quiet. Sitting up with a groan, she looked around, her breath catching in her throat. Gajeel was laying in a bloody heap a few feet away, being unconscious. She panicked and crawled over to him, fearing the worst.

"Gajeel? Gajeel!" She called out to him, relief washing over her as his chest rose and fell evenly. He was alive.

"Levy? You're okay!" Pantherlily said, running up from behind and hugging her.

"Lily? What happened? Where's—" She was about to ask where Jose was, but stopped abruptly as she spun around and saw the source of most of the blood, gagging slightly.

"Gajeel...really did kill him." She said, covering her mouth in shock. Jose's body was mutilated.

"I woke up to see the end of it. If I hadn't yelled at him to stop...Gajeel would probably have torn him to shreds. But it's all over now. I was waiting for you to wake up before getting out of here."

"What about the guild?" Levy asked, suddenly remembering how loud it had been down stairs before.

"Natsu and the others already came up here. I told them to head home. I'll carry Gajeel back to the guild. That is, if you're alright to walk."

"You're not carrying anyone, damn cat." A raspy voice said, causing the two to spin around in shock.

"Gajeel, you're alright!" Levy said, a grin forming on her face. Gajeel stood on shaky legs, making Levy rush to his side for support.

"You shouldn't be walking, Gajeel. Jose managed to do some damage." Lily chided, walking over to his partner.

"Not as much as I did to him." Gajeel scoffed, sending a glare over to Jose's dead form. "Let's get out of here already. I'm tired of this place."

"You know, it'll be quicker if I fly, and I can hold both of you in my other form."

"Dammit Lily, I already said you're not carrying anyone!" Gajeel half yelled, stopping as Levy tugged on his arm.

"Don't be dumb, Gajeel. You're too injured to walk and I'm pretty tired myself! Just let him carry us so we can get out of here faster!" Levy said, puffing her cheeks out in anger. Gajeel's eyes softened.

"Well...alright, fine! But I'm not happy about it!" He grumbled, eye twitching as Pantherlily transformed and tossed him over his shoulder. "And don't throw me around like a sack of rocks, dammit!"

"Quit complaining and be quiet." Lily said with a laugh, picking Levy up bridal style. The three flew out of the window, away from Phantom Lord. Gajeel was oddly quiet the whole time, and when they landed at the guild he burst through the doors with an angry scowl. The guild, which had been celebrating previously, went deathly silent. He spotted Jet immediately, storming over to the sulking mage, not caring about the trail of blood he left behind.

"_You_," he growled, picking Jet up by the collar of his shirt, "Apologize to Levy before I beat the shit out of you."

"Gajeel, you don't need to do this..." Levy said as she walked over to the two.

"Yes I do. This little prick made you cry, and it ended up getting you kidnapped. You could have died! And for someone who's been all over you for years, I think he owes you at least an apology."

"He's right!" Another voice said, coming up behind Gajeel.

"D-droy?" Jet asked, looking at his friend in confusion.

"You owe Levy an apology, Jet! She's our nakama, she's always been there for us! Just because she decided to be with Gajeel...doesn't mean we can't still be her friend. We should be happy for her!" The large man said, turning his attention to Levy.

"I'm sorry, Levy, for not saying anything earlier. I'm happy for you, and I know Gajeel will take good care of you. He's already proven it plenty of times. He is nakama too, after all." Droy smiled, causing Levy to smile back. The two then looked back at Jet expectantly.

"Well?" Gajeel said, shaking the man a little.

"I-I...I'M SORRY LEVY!" Jet cried, bursting into tears. Gajeel, along with the rest of the guild, sweat dropped. "I shouldn't have been so mean to you, and I really am happy for you! I guess...I just got a little too jealous. Can...can you forgive me?"

"Of course, Jet. We're nakama, right?" Levy said with a smile, causing Jet to cry more. Gajeel promptly dropped him.

"We're nakama!" He cried, and the guild cheered. Levy laughed and turned to Gajeel, only to find him gone. She followed the trail of blood back outside to the front of the guild.

"Gajeel?" She asked, watching as he slowly regarded her with one angry eye. "What's wrong?"

"He touched you...I promised that I wouldn't let him lay one finger one you, and he fucking choked you." Gajeel snarled, his fists clenched.

"But...I'm okay, see?" She said, doing a little twirl to prove her point. "And he's dead now. You shouldn't be mad."

"Well I am. I'm a fucking failure."

"Hey," She forced him to turn around, giving him a disapproving look, "Don't talk like that. I'm alive because of you, and that's all that matters. Stop talking like this."

"You don't get it!" He yelled, suddenly angry. "I made a promise to you, and I failed! How can you keep trusting me like this?! He hurt you...just like he hurt my mom..."

"Gajeel, I mean it, stop this!" She yelled, grabbing his face and forcing him down to her level. He seemed surprised by this. "I will always trust you, no matter what! You saved my life and that's all that matters! And about your mom...by killing Jose, you kind of...avenged her death. I'm positive that she's proud of you right now, just like I am. She probably wants you to have a happy life now, and stop being so sad. Okay?"

Gajeel found himself tearing up at her words, somehow knowing she was right. He didn't trust his voice, so he decided to just kiss her instead, his tears spilling over.

"Thank you.." He said, smiling as she wiped his tears away.

"You're welcome. And thank you, for everything." She replied, kissing his cheek.

"You know it's not a problem. Now, how about we go celebrate?"

"But..your wounds..." She said, looking over his battered form.

"I've had worse. Come on, shrimp, it's about time we party." He stood, grabbing her hand in the process.

"Well...alright...but as soon as we get home I'm fixing you up!"

"I'm looking forward to it." Gajeel said with a playful wink.

Levy could only blush in response.

**Ahhh...so long! And so cheesy, too! But it's done, and that's it. I could just end it here...but I think one more chapter would be better. So, the next chapter will be the last! Thank god, I'm tired of writing this and it shows.**


	9. Chapter 9

**Last chapter...mah, how sad:( This story didn't turn out how I planned, but none of them ever do. I'm just not good with keeping the mood serious— I don't like serious things— but when the plot came to mind, I really wanted to try it. And while it didn't turn out right, I think I've had worse stories before. And of course, it's a learning experience. I still got great feedback from all of you and I can't say I'm not happy. So, as a conclusion, I give you the long awaited lemon! And I'll warn you now, I'm not good at writing lemons either XD Characters WILL be OOC, since...I mean...Fairy Tail characters don't have sex. We have no idea what they would actually be like, so we have to guess. Gajeel is already hard to write, so this is really gonna be a challenge. Hopefully I don't completely fail!**

**Disclaimer: I don't own Fairy Tail.**

The party had continued on into the night and showed no signs of stopping, so Gajeel and Levy left when they just couldn't take the noise any longer. Pantherlily had insisted on staying and was acting strange, sending Gajeel funny looks. And Gajeel had been acting even stranger all night. He was happy at first, having a few drinks and arguing with Natsu. He even patted Laxus on the head— something he had only done once before. But then someone had said something that seemed to change his mood completely. Levy couldn't remember who said it, she hadn't been looking, but she knew it hit a nerve within the dragon slayer.

"I'm glad that bastard is dead. He was a monster, I wish you would've torn him up some more, Gajeel! Man, you must've looked like an animal, good for you!"

That's what they had said. And after that, Gajeel had been too quiet. That angry scowl that he always use to wear was back in place and refused to go away. Even as they entered his house, he didn't say a word. He merely kicked off his shoes and went straight into his room, flopping onto his bed with a sigh. Levy cautiously entered a moment later, gently crawling up to lay next to him. She pretty much knew what was wrong, but wondered if saying something would make him angrier. But she couldn't leave him like this, could she?

"He was a terrible person, you know. Killing him was the right thing to do. It doesn't make you a bad person or anything. You're not an animal, so forget what that guy said." She said in a soft voice, noticing how he tensed up.

"Who said I was thinking about it?" He asked in a slightly irritated voice. Levy just shrugged.

"I just assumed. You've been quiet ever since he said that, so it makes sense. But if that's not it, then what is it?" She asked. Gajeel was quiet for a moment, probably trying to think of a lie. In the end he sighed, knowing that she knew him too well and that he couldn't lie to her.

"I know he was a monster...and I wanted him to die, I really did. I don't wish he was still alive or anything...it's just, I don't feel any better. I do feel like an animal...for killing him the way I did. I just...I don't know." He sighed again, not knowing how to explain what he felt inside.

"Well, it's good that you feel this way. If you were truly happy right now for killing another human being, you wouldn't be any better than him. But if you keep focusing on the negatives, you'll just go back to being depressed and angry all the time. You need to see the good in what you did." Levy said, rolling onto her side to look at Gajeel. He turned his head to look at her curiously.

"Oh yeah? How is what I did good?"

"Well, for one, he can't keep trying to kidnap me. I'm grateful to you for that. Plus he won't bother you anymore about joining Phantom Lord. And you have to remember how much he loved hurting other people. All of those girls he made you kill...well, I can't say for sure, but I feel like he continued doing those things on his own, or made other guild members do it. And now he can't do that. So not only did you save me, but you saved a lot of townspeople too."

"How the hell do you think like that? Isn't it...kind of like denial? I don't know if I can make myself ignore the ugly truth of it all." Gajeel said, looking back up at the ceiling. Levy sat up suddenly and leaned over, making him look at her.

"It's not denial. You'll always know both the positives and the negatives, but ignoring the bad part is just a healthy way of thinking. It's like...when we first met. The negatives were that you destroyed our guild and pinned us to a tree. But the positives are you made our guild closer and eventually became part of our family, and now we're together. If you would have never attacked us, me and you wouldn't be together right now." Levy explained.

"I guess...that's true. It sounds kinda fucked up, but it's still true."

"Exactly. And by killing Jose, you saved many lives, and gave us the chance to continue being together. So don't be so negative!" She said with a dazzling smile, making Gajeel laugh slightly and pull her down, crushing her in a hug.

"You're really something else, you know that? There's nobody else like you out there, shrimp." He said, laughing as she slapped his arm.

"Quit calling me that! You're ruining the moment!" She said, though her voice was muffled by his chest.

"Eh? What moment, shrimp? I didn't realize we were having a moment." He said with a perverted smirk, laughing evilly as she slapped him again.

"Stupid Gajeel! Don't say things like that." She said, escaping his grasp with a huff.

"Gihi, I'm just kidding! Don't get so mad, sh— I mean...Levy." He said, stopping himself as she sent a warning glare at him.

"Oh! I forgot to ask, where's Lily?" She suddenly remembered the black Exceed staying behind, but she didn't know why. Gajeel's face turned the slightest shade of pink.

"Uh...he said he wanted to stay longer...to talk with Happy and Carla. That's all."

"Oh. So he won't be back for a while?" She asked, flopping back down into Gajeel's arms.

"Not for a very long while..." Gajeel said, blushing more.

_That damn cat...when did he get so perverted? He told me he'd stay at the guild to give me and Levy...alone time. The little bastard even winked at me! What does he think I'm gonna do?! I mean, there's a lot I could do...fuck, don't start thinking about that!_

"Well then, I'm gonna get changed into something more comfortable." Levy said, slipping out of bed and into the bathroom. Gajeel gulped.

_I wonder why Lily wanted to stay behind?_ Levy wondered as she changed. _Now it's just me and Gajeel. Maybe...that's what Lily wanted?! That little pervert! It's not like we're gonna do that! I mean...we could...but do I really want that? So soon? We just barely got together...but I'd be lying if I said I didn't want it. He's the only guy I'd ever give it to. And...it is the perfect chance. Hmm..._

Levy thought it over as she brushed her teeth, simultaneously looking over her nightclothes. It was a silky night dress, with spaghetti straps and a low collar that exposed most of her breasts, which were pressed close together from the built in bra. The color was a soft purple, nothing too flashy.

_I sure picked the right outfit..._

She let her hair down, messing it up slightly to give it a sexy tousled look. Looking down, she realized it reached around the middle of her thighs, showing off her legs. She wondered if it was too much.

_Does Gajeel even want this? He's acting kind of nervous...maybe he's not ready? Oh, listen to me! I just lectured him about thinking negative, and now I'm doing the same thing! I've just gotta be confident and go for it! If anything, I can just pretend like I didn't realize what I'm wearing! That's it, I'm doing this!_

With a little spray of perfume and one last glance in the mirror, Levy confidently opened the door and walked back into Gajeel's room, ready to see his reaction. He had already changed into a muscle shirt and some sweats, looking relaxed in his bed. He suddenly smelled something extremely good and looked up, his eyes rounding immediately. Standing before him was the most enticing thing he had ever seen in his life. His eyes took in everything. Her long, creamy legs, her curves which were being hugged perfectly in that dress, her small breasts which weren't so small anymore, and her perfect face which was framed by her loose, flowing blue hair. She looked like an angel.

_A damned sexy one, at that..._

He realized he was staring and blushed, quickly excusing himself to go wash up. Levy climbed into bed and layed on her stomach, contemplating her next move.

_The way he looked at me...was so amazing! I've never seen such a hungry look in his eyes. I guess the outfit worked...but what now?_

Meanwhile, while Gajeel brushed his teeth, his mind was going insane.

_She looks so fucking hot! Does she realize what she's doing to me?! I have to stay calm and keep control. She probably doesn't want to do anything like that yet. But...what if she does? What if she dressed like that on purpose and she does want it?! It is the perfect opportunity...wait a minute..._

He paused, eyes widening as he dropped his toothbrush.

_Do I have condoms?!_

He frantically began digging through the drawers in his bathroom, throwing things everywhere.

_I have to have at least one! She's smart, there's no way she'll do it unprotected! And I don't want to knock her up! Shit, why don't I have condoms?!_

He then found a little piece of paper with Pantherlily's handwriting.

"Dear Gajeel, if you're looking for condoms, their in the drawer by your bed. I made sure you had some since Levy will be staying here. You're welcome. That little shit!" Gajeel yelled, blushing furiously and crumpling the note up. He then stormed out of the bathroom, soon forgetting about his anger as he saw Levy on her stomach, facing away from him.

_Oh...that ass...wait— stop it! I have to keep some control here!_

He slowly layed back down, the sexual tension already driving him crazy. It only got worse as Levy snuggled up to him, placing her head on his shoulder. The sweet scent of her hair flooded his nose, making him see stars for a moment. With a gulp, he began gently running his nails up and down her arm, noticing how it gave her goosebumps. She then began to rub his chest and stomach, lazily going up and down the chiseled expanse of his torso. The urge to touch each other was unbearable, and both were having a hard time avoiding more intimate places. Every time Levy's hand reached the waistband of his pants, she had to force herself not to go lower. And whenever Gajeel reached her wrist, which was too close to her ass, he had to resist grabbing it. Naturally, the room soon became hot. Gajeel felt his will power crack as she looked up at him with her big doe eyes.

"It's so quiet without Lily." She said, fighting the urge to look at his lips.

"Yeah, it's nice ain't it?" He replied, his hand reaching up to lightly scratch her scalp. She smiled and nodded, her own hand reaching up behind his head and gently gripping his black mane. Before either knew what was happening, they were leaning in, until the gap between their lips closed. It was slow at first, just an innocent kiss, until they decided it was time to speed things up. Gajeel slipped hos tongue out, letting it slide across Levy's lip. He could hear the slight intake of breath, before she gingerly opened her mouth for him. Their tongues met in a slow, sensual dance, making both of their hearts pound within their chests. After the initial nervousness wore off, Levy let her tongue take the lead, sliding it over the top of Gajeel's. Kissing someone like this was foreign to her. She never knew how soft a tongue could be, especially Gajeel's. Everything about the man was rough. But his tongue was so...smooth. She couldn't help but let her own appendage glide over it, relishing in the utter amazingness and...was that metal she just tasted?

"A piercing?" She asked, breaking the kiss to look at him with wide eyes. Gajeel smirked before sticking out his tongue, showing Levy the small round stud.

"I've got others, too, if you wanna see." He said, grinning as Levy blushed. In all honesty, she did in fact want to see. The fact that there was still so much about him that she didn't know was driving her crazy. She wanted to learn every inch of him, memorize him inside and out.

"Show me." She said, taking herself and Gajeel by surprise. Only Gajeel could make her feel so confident. Even if she was blushing like crazy, she was serious, and after his shock wore off he was happy to oblige. Levy could only stare as he pulled his shirt off, eyes glazing over as they scanned over every muscle. Gajeel had the perfect body— strong yet lean at the same time— which is exactly how Levy liked it. However, she did notice the lack of piercings, which meant that if he did have more...they were somewhere under his pants.

"Still wanna see?" Gajeel asked, smirking at the nearly drooling Levy. Though he looked and sounded confident, somehow Levy could feel he was nervous. Maybe not as nervous as she was— this was Gajeel after all— but it was still there.

"Yes...I-I mean...if it's okay, of course..." She said, looking away as her face erupted once again in a blush. Her eyes immediately snapped back up as he unzipped his pants and started pulling them off.

_Oh my...this is really happening, isn't it? Does he...really trust me this much? I mean...we both know where this is going. And it's clear we both want it...but it's still a little hard to believe. There's no turning back though...and I don't want to turn back. I want this. I...oh my..._

Levy couldn't tell if her jaw dropped or not. She was too focused on Gajeel's nearly naked form. While she had no idea what was underneath his boxers, she could see the line of studs going down the outer sides of his legs.

"I think it's your turn, ne? I mean, this isn't exactly fair." Gajeel said, smirking at Levy's face. She looked down for a moment, as if forgetting she even had clothes on, and blushed even more. While it was adorable, Gajeel felt like she might need some reassurance.

"Oi...you know it's alright if you don't want to, right? I ain't forcing you to do anything you're not comfortable with." He said, cupping her chin so she would look at him. Hearing him say that with a straight face did make her feel better, and any previous doubts went away.

_He has already seen me naked...right? This isn't any different...I guess._

"I know, and I am comfortable. I just...I'm not used to this. But I do want it, okay? I...maybe you could just, help me?" She said, and for a second Gajeel didn't understand what she meant. That is until she got on her knees and grabbed his hand, placing it on the strap of her dress. Then it clicked.

_Oh..hell yes!_

With a grin that he assumed looked perverted, he pulled down one strap, guiding it past her arm. He repeated the action with the other strap, and then slowly pulled it down, noticing how her breathing picked up. He paused, looking at her curiously. Maybe she had gotten nervous again and didn't want it? But no, she did in fact want it. He didn't see nervousness in her eyes, he only saw lust. So he swiftly pulled down her dress, pushing her onto her back and throwing the garment across the room. Levy squealed at the sudden action, covering her chest as a reaction.

"Gajeel!" She exclaimed, pouting as he laughed at her.

"What? I'm just doing what you told me. Now come here, I ain't finished." He said, hands reaching for her underwear. He belatedly noticed they were the same ones that had landed on his head days ago, when Levy had been packing at her house.

"Ah ah! I don't think so! Why should I take mine off first?" She asked, glaring at his boxers.

"Cause...well...I don't know, just cause?" He tried, shrugging innocently. Levy shook her head and pointed at his boxers.

"Take yours off first."

"What? No way! That's totally not fair." Gajeel replied, gripping his boxers as if they would suddenly fly off.

"What's the matter? Scared?" Levy said, grinning as Gajeel sneered at her.

"Not a chance. I ain't going first though." He said, crossing his arms defiantly. Levy sighed.

"Fine. We'll do it at the same time, alright?" She said, climbing back onto her knees to face Gajeel.

"Hmm...fine...but I get to take yours off!"

"And I'll take yours off. Ready?" Levy said, grabbing the waistband of his boxers. Gajeel did the same, his rough hands nearly tearing the delicate fabric of her underwear. Before she could even process what happened, Gajeel had pulled down the last shred of fabric covering her body and once again flipped her onto her back.

"G-G-Gajeel?!" She shrieked, hastily moving to cover herself. Gajeel wasn't having any of it though, and quickly pinned her hands above her head.

"You...you're..." Gajeel said, eyes taking in the sight before him. He knew Levy was beautiful, and he's seen her naked before, but not like this. Like this...she was just...perfect. He couldn't ask for anything and wouldn't change a thing.

"You're beautiful." He said, leaning down to capture Levy's lips in a breathtaking kiss. Their tongues clashed once again, this time with more passion and need, as Gajeel climbed on top of her. With their bodies pressed together like this, he could feel her chest pressed against his own, and feel her rapid heart beat. His own body was on fire, and he got lost in the moment as his lips traveled down to her neck. He would leave marks, that was for sure. As he went to move down to her chest, a tug on his boxers stopped him.

"Gajeel...it's not fair..." Levy said, sounding breathless. Without even a second thought, he yanked his boxers down and kicked them off, quickly returning to the task at hand. His eyes widened however as he was suddenly flipped over, and Levy sat on his knees.

"You got to see me, now I get to see you." She said, smiling at his confused face. He grinned confidently as her eyes widened, staring straight at his already hard member.

_So that's what it looks like...Oh my..._

"Like what ya see?" He said, giving his hips a little shake. Levy blushed more, and decided not to trust her voice. Instead, she leaned down and reconnected their lips, her hands roaming down his chest.

"I'll take that...as a yes..." He said between kisses, his own hands gripping her sides. When Levy started kissing his neck, that grip tightened. And when he felt her lick his neck all the way up to the spot behind his ear, he snapped and flipped her over so he was on top. Gajeel then began to lick and suck on her neck, moving down until he finally reached her chest.

"G-Gajeel!" Levy gasped as he found the peak of one of her breasts, taking the pink nub into his mouth and licking it. Her back arched as pleasure shot through her, and her hands entangled themselves in his hair. She moaned wantonly as he moved to the other mound, teasing her until she was a moaning, panting mess. She writhed beneath him, her lower body happening to brush against his erect member. The slight contact sent a jolt of pleasure through him, causing a low groan to slip out. Levy's eyes widened at how amazingly sexy it sounded, wondering how just a mere groan could turn her on. She bit down on the juncture between his neck and shoulder, the need for something more becoming unbearable. The heat between her legs was driving her crazy, and she could feel how moist it already was. It was something she had never felt before, or at least not like this. She needed friction...stimulation...but Gajeel seemed content with torturing her. She would have to take matters into her own hands then.

She opened her legs and moved her hips off of the bed, causing Gajeel's thick erection to rub against the center of her sex. The action caused both to gasp and release a satisfied moan, and Gajeel realized that he too needed more. Levy seemed just as ready as he was, but he supposed he should check.

"Levy...are you sure you want this? I mean...you've never done it before, right?" Gajeel asked, even though he knew the answer. His shrimp was as pure as they come.

"N-no..never...and I know it's going to hurt, but..I'm ready." She said, giving Gajeel a sincere smile.

"Alright then, I promise I'll be gentle." He said, positioning himself at her entrance. He then belatedly remembered something.

"Erm...wait, shouldn't I...?"

"I'm on birth control, Gajeel. Erza made everyone old enough at Fairy Hills get it." Levy said, as if she read his mind. Gajeel sighed in relief. He really didn't want to put a condom on right now. Levy giggled and kissed him, urging him to continue. It didn't hurt at first, it was just slightly uncomfortable. The feeling of being stretched so much was new, and Levy didn't know what to think. But as Gajeel pushed deeper, it started to hurt. The fact that he was big really didn't help, nor did the studs going down the sides of his cock. But it really did hurt when he reached her thin barrier.

"Ready?" He asked, fighting the primal urge to just pound into her. She was so tight and warm around him, it drove him crazy.

"R-ready." She nodded, wincing as he pushed more. She cried out as her virginal wall broke, her nails digging into his shoulders. He kissed her tenderly, silently telling her it's okay. Once he was fully sheathed, he paused, giving her a moment to adjust.

"Are you okay?" He asked quietly, as if talking loudly would break her. She smiled weakly and nodded, kissing him to prove her point.

"You can move now." She said, biting the inside of her cheek as he pulled out slowly. It would take some getting used to, but it wasn't so bad. And seeing Gajeel be so gentle was heart warming. Once he was nearly all the way out, he pushed back in, this time a little faster. Levy gasped as the pain started fading, letting a new feeling emerge. As Gajeel started going faster, she found herself panting, wanting more of the delicious friction. Gajeel seemed just as wanting as her, obviously holding back so he wouldn't hurt her.

"Gajeel...you can go faster..." She said, moaning as he happily obliged. He gently bit her neck, licking up to the shell of her ear. She could hear him breathing, the pace matching the thrusts of his hips. As he went faster, Levy bit her lip at how amazing it felt, her nails raking down his back. Gajeel moaned from the feeling of it, his pace increasing. He snaked his hands up to her chests, squeezing and toying with them. Levy's back arched again, moaning slightly louder. This only spurred Gajeel on, his hips snapping forward faster. Something in Levy was growing, building up inside at an incredible pace. She felt like the tight coil in her lower stomach was about to snap, and quickly sought out Gajeel's lips, her moans becoming higher and faster. She clawed at Gajeel's strong back, each moan and groan coming out of his mouth drawing her closer to the end.

"G-Gajeel! Please!" She said breathlessly, wanting to feel the blinding pleasure of release. Hearing her say his name with such need was enough to make Gajeel pound into her, his own release not far off. When Levy suddenly threw her head back and her feminine walls clamped down on him, Gajeel lost it. The sight of her finishing was perfect for Gajeel. Her mouth opened as she cried out, her eyes closed and eyebrows furrowed. With only a few more thrusts, Gajeel felt himself cum, his body tensing. He buried his face in her neck, releasing a long, low groan of utter pleasure, letting the last of his seed shoot out before collapsing on top of her. They stayed like that for a long moment, panting heavily, before Gajeel rolled off. Levy didn't say a word as she curled up in his arms, running a hand through her damp hair.

"How do you feel?" He asked after regaining his breath, wiping the sweat off his forehead.

"I feel amazing." She said, making Gajeel laugh.

"Good to know, shrimp." He replied. Levy weakly slapped his chest, too tired to really care.

"How can you still call me that after what we just did?" She asked, looking up at Gajeel when he didn't answer. She heard him gulp, before saying four words she never expected him to say.

"Because I love you."

Levy couldn't describe how utterly happy she was at that moment. She wrapped her arms around him, nearly squeezing the air from his lungs.

"I love you too, Gajeel."

"Che, I know you do, shrimp! Now quit trying to kill me!" He managed to wheeze out, laughing as she quickly released him and then yawned. "Eh? You tired already? Tch, what about round 2?"

"Shut up, stupid Gajeel..." She replied, already dozing off. Gajeel was just too warm and comfortable.

"Gihi, goodnight, shrimp. We've got a big day tomorrow." Gajeel said, closing his eyes.

"Mm? What's tomorrow?" Levy asked sleepily, too tired to open her eyes.

"We're going to get the rest of your stuff. You're moving in tomorrow." He replied with a smirk. Levy paused for a minute, processing what he said. Then she smiled.

"We're going to need a bigger house for all of my stuff, Gajeel."

"Baby steps, shorty, baby steps."

**Aaaaaaand...end! Yeah, that's how it ends. I know. I'm awful. But it's three in the morning and I'm tired. Besides, an ending like that leaves room for a sequel, ne? Yes...someday in the future I'll write a sequel. Again, you all deserve cookies for sticking with me on this one. It was an adventure, that's for sure. I've got a lot of learning to do, and hopefully someday I'll be able to write a story and have it come out the way I want. But until then, I've got stories like this, which aren't too bad. It got great reviews, so it can't be all bad, right? Now, I need sleep. I'll post this tomorrow, and then probably start thinking of a new story. I've already got something in mind...and it's another GaLe! Yaaaaaay! But until then, I'm done.**


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